Reproduction
by LizzeXX
Summary: 11/OC -Time Lady- The Doctor and Professor will face their toughest challenges yet. Not only must they deal with losing the Ponds, but a new (and rather impossible) companion. How will their quest to start a family fare when, after centuries of trying, nothing has happened? What will they do with Trenzalore looming? Seventh in the Academic Series.
1. Pond Life

A/N: I'M BA-ACK! Lol, I was intending for that to be in the semi-creepy 'Poltergeist' way but I'm way to excited to work out how to do that :) I really am back though and so is the Academic Series! Woo! Now for the official starting A/N...this is the seventh story of the Academic Series which involves my OC/Time Lady the Professor, a revision of Series 7! There are, as you can probably guess, 6 stories before this one (Reunion, Recuperation, Relapse, Rebound, Revitalization, and Remembrance) which really capture the history of the Professor and the Doctor's relationship and past, so I'd recommend reading them first for new readers :)

Some notes:

~8~ is a scene break

~/~\~ is a flashback (three per story)

'_italics_' is the Doctor/Professor speaking telepathically

The Academic Series is based in the Doctor and Professor's POV, so some scenes are missing, any scenes that include references to the Doctor can be thought to also include the Professor too :) This chapter will have small moments of the Ponds as well though.

A quick description of the Professor's 11th incarnation: hazel (brownish-green, with flecks of lighter green) eyes, strawberry blonde, wavy hair that is worn half up/half down by a green clip, and cheekbones that are slightly pronounced when she smiles. Her typical outfit at the start of this story consists of a colored tank top, a blue jean jacket, a knee length white skirt and white tennis shoes, however this might change as the Doctor gets a new outfit too :) She also wears a pair of black shorts under her skirt with a holster attached to her thigh for her sonic blaster. I picture her to look something like Isla Fisher :)

This story should be updated on a daily basis which means 2 weeks for this story :)

Disclaimer: I do not own Doctor Who...otherwise I'd find ways for Time Lords to pop up out of the woodwork...

And now...on with the show :)

~8~

Pond Life

**April**

"Hello Ponds!" the Doctor called as he left the phone of the TARDIS console on speaker, him and the Professor moving around it as they flew through the Vortex.

"That's Williams!" the Professor laughed.

"Right, right, just checking in. How are you?"

"We got their answer phone Doctor," the Professor reminded him, giving him a peck on the cheek as she passed, "They can't answer right now."

"Not much to report," he nodded, "Surfed the Fire Falls of Floridal 9..."

The Professor laughed, they'd been running through the corridors of the volcanic planet, only to end up stuck on a bridge over magma, the Sontarans closing in on them from either side. Luckily the Doctor had the Extrapolator she'd fixed with him, been able to toss it into the magma for them to ride away on.

"Not deliberately," he added.

"It WAS the easiest way out…" the Professor sighed, "He wouldn't let me talk to the Sontarans."

"Because they keep trying to 'save' you from me," he pouted.

The Sontarans really_ were_ taking it too far now. First they'd tried to interrupt his wedding, now they just tried to capture her at every turn thinking he'd managed to brainwash the 'mightiest warrior in the Universe,' as though THAT could ever happen. Not even the Time Lords had _fully_ been able to manipulate or control her. Ever since word spread about what she'd done to the Headless Monks in Demons Run, she was even more revered by the Sontarans than before, it even seemed as though they'd made her an honorary superior officer.

"We went to Paris," she continued.

"Oh! We met Mata Hari in a hotel room there..." he turned to her, "I still can't believe you just tossed her out in the snow like that without her coat."

She smirked, "It's not MY fault she decided to ONLY wear that coat..." and then she crinkled her nose, recalling the event.

The Doctor had been toasting a crumpet over a roaring fire while she went to get some jam...only to open the door to the room right as the woman dropped her coat, revealing she was stark naked underneath.

"You didn't have to pull your blaster though," he tapped her nose, giving it a quick kiss on it as well, pulling her out of her thoughts.

She smiled, "As I recall, you LOVED it when I pulled my blaster on her and then proved JUST how much."

As soon as she'd grabbed her blaster, the woman had panicked, making it easy for her to grab the woman's arm and shove her out the door, not bothering to give her the coat she'd dropped back, only to turn around to the Doctor's lips on hers, pressing her against the just-closed door and...well...that had been an interesting trip.

She blushed, a VERY interesting trip.

"Managed to get the Professor time to lay down some backing vocals," the Doctor blushed as well, recalling the events that had transpired after Mata Hari had been...shown out...as he wrapped his arm around her, "She's got a lovely voice."

"Thanks love," she kissed his cheek, "Anyway, we should be with you any day now," she told the Ponds, realizing their message time might be running low.

"Literally any day," the Doctor agreed, "Helmic Regulator's playing up."

The Professor snorted, moving out of his arms and back to the controls, "Yes, it's the_ Helmic Regulator's_ fault."

He nodded, seeming to miss it, "Can't get the temporal steering right..."

"Doctor be careful you're heading us right for Ancient Greece!" she shouted from the monitor.

"Collision course!" he called, "Assume the position!"

~8~

In the Ponds' house, the message cut off.

Amy sighed, shaking her head, "Oh Doctor," before clinking her wine glass with her husband's.

**May**

There was a thundering of feet up the stairs one night before the Professor shouted, "Doctor wait!"

But it was too late, he burst into the bedroom of Amy and Rory, waking them from a sound slumber, immediately covering his eyes as they sat up with a start, "Stop everything!"

"What's going on?" Rory gasped, a hand on his heart from the rude awakening.

"Doctor!" Amy glared, "_Bedroom_!"

"I _did_ tell you to wait," the Professor remarked, entering, putting an arm around his shoulder with one hand and pulling his hand covering his eyes off with the other, kissing the palm of it before entwining their fingers.

"We have a RULE about the bedroom!" Rory grumbled.

"Yeah," Amy frowned, "We don't enter _your_ bedroom when the bow tie's on the door, you don't enter ours...period!"

It was because THEY at least_ knocked_ before entering, the Doctor just burst in like he had then.

"No one on this planet is safe right now," the Doctor cut in, "We have to solve this before it's too late. Get your clothes on. If we move fast enough we at least stand a chance…"

The Professor cut him off with a quick kiss, "They have no idea what you're talking about," she told him, easily able to see that from their blank expressions.

He frowned, looking at them, "You don't?"

"No," Amy shook her head.

"No," Rory agreed.

"Too early," the Professor rested her chin on his shoulder.

"Oh," he groaned, letting his head bump against hers as it drooped, "Helmic Regulator! Again!?"

The Professor rolled her eyes as the Ponds smiled, he was _still_ blaming that regulator it seemed, "Wrong point," she patted his shoulder.

"As you were!" he called, turning to head out, tugging her with him by the hand he was still holding.

"Wait," Amy shifted up more in the bed, "You can't just go like that. What's happening? Don't WE need to know?"

The Doctor popped his head back in, stepping in with the Professor as the woman sighed, "We just popped up in the wrong order is all."

"Easy mistake to make," the Doctor tried to wave it off as he sat on the edge of their bed.

"Especially when one hasn't passed their exams," the Professor added with a playful smile, running a hand through his hair a moment.

"Bring _that_ up again why don't you?" the Doctor pouted before turning to the Ponds with a smile, "Nothing to alarm you, forget we were ever here."

"We'll be back soon enough," the Professor smiled, "Probably."

"Everything's FINE," he added, "Pretty much."

The Professor snorted at how THAT would_ really_ help the humans calm down, "_Don't_ worry about the future," she tugged the Doctor up by the hand and to the door.

"Yes, yes, the future's really…" he swallowed, thinking about it, about the Daleks and dinosaurs and cyborgs, how the Earth had just been invaded by very small cubes only days ago, from_ their_ perspective at least, "…safe," and quite a few of the other mishaps they'd had along the way, "Really, _really_ safe."

The Ponds just stared at them.

"_Try_ and sleep well," the Professor sighed, shaking her head at the Doctor as she pulled him out the door, shutting it behind them.

Amy and Rory laid down, awake, listening to the TARDIS disappear, "I really hate it when he does that."

Amy sighed and rolled over, putting her arms around him, "Could be worse...WE could have walked in on THEM."

**June**

Rory yawned as he made his way down the hall, pulling his dressing gown around him, and stepped into the bathroom...

"WOAH!" he shouted, dashing back out, rubbing his face, not quite sure he'd seen what he had. He looked over as Amy headed towards him, before peeking into the bathroom once more, and back out, blocking the door.

"Out of the way Mr. Pond," she sighed, frowning when he shook his head, "What? Why not?" he nodded at the door before sighing, bowing his head as he opened it for her.

Amy stepped in, jumping back when she saw an Ood on the toilet.

"May I be of any assistance?" it asked, its orb lighting up.

"Ood on the loo," Rory mumbled.

"Yeah…" Amy sighed, before squinting, "What's that?" she moved forward and plucked a small bit of paper stuck to the Ood off it, reading it..

'If found, please return this Ood to the TARDIS, thanks, the Professor.'

Amy shook her head, "Best give them a call."

**July**

The Doctor was sitting under the console's floor, on his harness, wires hanging everywhere, blackened goggles on his face as the Professor stood before him, leaning on the side of the stairs, with a phone in her hand, "You've found the Ood?" she was asking.

"Yes!" the Doctor cheered, "I was wondering where he'd got to."

"I told you it was smart to put that note on him," the Professor smiled, "He's always getting lost Amy."

"I thought he'd just gone for a walk in the TARDIS," the Doctor shrugged.

The Professor sighed, "He must have wandered off when we popped in the other night…if it _was_ the other night," even SHE was getting confused as to where they kept popping up, the Doctor's piloting was so bad, "Where are you two again?"

"You know, we rescued him from the middle of the Androvax Conflict!" the Doctor called, not wanting them to get in on his piloting...again.

"We were taking him back to the Ood Sphere."

"Anyway, he's not being a nuisance is he?"

"He, um, seems to think that he's out butler," Rory began over the line, already used to their shared narrative after so long.

"He's conditioned to serve," the Professor answered with a shrug, must have been an Ood from a time period _before_ they'd freed the third brain.

"You know," the Doctor added, "The best thing is...let him do just that."

"We'll try and come and pick him up tonight," the Professor promised.

"Whenever tonight is," the Doctor muttered, crossing two wires...when a warning alarm went off, "Oh no, got to go."

"The Doctor's caused a power drain that's threatening to cause the TARDIS to implode...again..."

"Oh no that's bad," the Doctor leapt up, seeing something flashing red, "Why's it doing that? No, no, no, no, no, don't do that!"

~8~

Amy winced and cut the call as something exploded in the TARDIS, looking over as the Ood served them breakfast, "Your infusions," and coffee, "How else may I be of service?"

"I feel so guilty," Rory leaned over to whisper to her.

"Just eat your breakfast," she mumbled to him, just as quietly.

They both lifted their cups, smiling awkwardly at the Ood, before taking a sip.

**August**

The Doctor was standing on a ladder, the Professor at the foot of it, holding it to steady it, as he changed the bulb on the top of the TARDIS, a phone line running from inside it, attached to the red phone at his ear, "Ponds!" he cheered, "Us again."

"Sorry about the gaps in communications!" the Professor shouted up.

"Dropped your Ood back home."

"Reconnected it to the hive mind."

"Helmic Regulator's _still_ not working and this time it WASN'T my fault," he smirked down at the Professor.

"Yes, yes," she sighed, "It got hit by an arrow at Hastings Hill."

"Et hem?" he smirked wider.

"Because _I_ insulted the archer," she mumbled before changing the topic, "Got to ride a horse through 11th century Coventry though."

"You promised not to speak of it!" the Doctor shouted suddenly, his mouth in a firm pout.

She just blew a kiss up to him, "Just call me Lady Godiva," she hinted at exactly WHY the Doctor was so cross at the moment.

Apparently, it was alright for the Doctor to spark all sorts of legends and tales and be the 'good wizard' from the fairytales, but SHE was apparently not allowed to ride a horse in tan dress ever again. Honestly, it wasn't her fault people saw tan and thought skin. She wasn't _really_ naked, there was NO way she'd EVER let anyone but the Doctor see that. Still, he'd blushed the red she loved so much when he'd realized exactly what legend she'd sparked and seeing him getting so flustered as he tried to NOT picture her as the legend depicted was hysterical.

"Also, I think I may have accidently invented pasta…" the Doctor trailed, wanting desperately to try and think of something besides those mental images he'd had of her, forcing himself to think instead on how he'd been sitting with a lovely Chinese man eating noodles...till the Professor found him and pointed out that noodles hadn't been invented yet.

"Early. Much like the home video, the banana daiquiri, the..."

"Yes, yes," he mimicked, cutting in, "We popped round but you were out," he told them. They'd gone over in the rain, huddled under an umbrella, rang the doorbell, but no one answered, "Which is fine."

"Everything's fine," the Professor added as he climbed down the ladder, pecking her in thanks.

"Everything's alright isn't it?" he asked, "With you two?" he winced, remembering if this call reached them before they faced the Daleks then it was not, "Of course it is. Ponds, always fine. Just…just worrying unnecessarily."

"Call us if you need us," the Professor added, taking the phone from him.

"Toodle pip," he waved at it, before sighing and pulling the sonic out, flashing it to delete the message.

~8~

Amy entered her home moments after the message was erased, looking at the phone, "We need you raggedy man, tattery girl. _I_ need you."

A/N: Awww, Keta has returned! Woo! I have to say I am really excited for the series to start again. I have a feeling I'm going to need it to survive the finale episode today and the emotion that I'm sure will kill me when the episode ends :)

I hope you all are excited too because...since Keta are officially trying for a baby well, I can promise at least one 'suggestive' scene between them for each episode! Bring on the flirt right? :)


	2. Asylum of the Daleks

A/N: Quick note, just remember, I have Pond Life taking place around The Power of Three, this comes before it :) wibbly-wobbly, timey-wimey :)

~8~

Asylum of the Daleks

The Doctor and Professor stood in the shadows of an old, dilapidated room, watching as a woman in a cloak, wearing high heels, stood by a circular window, staring out at the utterly devastated landscape, the rain falling.

"First, there were the Daleks," the woman spoke quietly to herself, "And then, there was a man who fought them, a woman who destroyed them. And then, in time, they died. There are a few, of course, who believe they somehow survived, and that, one day, they will return. For both our sakes, dearest Hannah, we must hope these stories are true."

The Doctor glanced at the Professor who had flinched at that last sentence, frowning at her in concern, but keeping silent. She looked up at him, offering him a tired smile before nodding back towards the woman. He sighed and took her hand, stepping out of the shadows.

"We got your message," he called, startling the woman to turn around. She was rather pale, with straight, ginger hair, "Not many people can do that. Send us messages."

"I have a daughter," the woman spoke. The Doctor glanced at the Professor as she flinched again, swallowing hard as he forced himself to focus on the woman, Darla, the message had said, "Hannah. She's in a Dalek prison camp. They say you can help."

"Do they? I wish they'd stop. I love your choice of meeting place."

"They said I'd have to intrigue you."

The Doctor tugged the Professor forward, the two of them looking out the window at what was left of the planet Skaro, home of the Daleks.

The Professor let out a little scoff, "Skaro, the original planet of the Daleks," she shook her head. It was so unfair that the planet of their greatest enemies, though uninhabited, still existed, that they could visit it, while Gallifrey had been lost.

"Look at the state of it," the Doctor agreed, stepping behind her to put his arms around her, holding her back to him as they watched the rain fall.

"I should have obliterated it in its entirety," the Professor remarked absently, a bitter note to her voice as she looked up at the sky, leaning against the Doctor, "The poisoned rain was far too little a punishment."

The Doctor kissed the back of her head, knowing what she was thinking about. Near the end of the war the High Council had tasked the remaining Academics with a way to cut the Daleks off, keep them from growing and gathering in strength. They'd determined that cutting off their connection to their planet would be best. They'd launched chemical warfare, devising a bomb that had exploded upon entering the atmosphere and altered it, made it poisonous to the Daleks.

When it rained, poison would seep into the environment, into the food sources, the water supplies. It could even be absorbed by metal, creating a fume within the casing of the Daleks, poisoning them as well. The Daleks had had to flee their planet, not being able to take most of their supplies with them, they had already been contaminated.

The Daleks could never return, not even for quick raiding parties without contamination and imminent death. To risk such a feat…the Daleks would have to be desperate.

The Professor had been the one of the final Academics to suggest cutting off their home base, had claimed they should destroy the planet as a whole, but the High Council had decided that there could be salvageable resources on the planet that _they_ could get to that the Daleks could not. So a different method had been taken.

"Who told you about us?" the Doctor asked, looking over his shoulder at Darla.

"Does it matter?" Darla frowned.

"Maybe not," he shrugged, stepping away from the Professor who remained staring out the window, "But you're very well informed. If Hannah's in a Dalek prison camp, tell us, why aren't you?"

"I escaped."

The Doctor scoffed, "No. Nobody escapes the Dalek camps."

It was a lie.

He knew _one _person who had escaped.

But then again, the Professor had _let_ herself get captured in the first place.

Apparently Rassilon's great-granddaughter had been captured by the Daleks and the Professor had been issued a new mission, to rescue her. She'd managed to orchestrate her own capture, keeping a bomb with her that the Dalek scans didn't pick up as it had been made of non-technology, technology of Lammasteen. She'd rescued the girl, managing to free a few other Time Lords as well. That was the _only_ instance of anyone escaping. And, clearly, the Professor hadn't been there with this Hannah girl.

The Professor, though, stiffened as two thoughts entered her mind. The first was similar to the Doctor's, that no one escaped the Dalek camps, and the second…the Dalek camps hadn't existed since the war…there was nothing to rescue Hannah from. That was a red flag if ever she saw one.

She turned suddenly and walked up to Darla, reaching out and touched the woman's cheek, "You're very cold," she whispered as her eyes widened, scanning the woman in the process.

Darla frowned as the Professor suddenly backed up, alarmed, "What's wrong?"

The Professor ignored her and turned to the Doctor, taking his arm, "This is a trap."

"What is?" he asked, letting her pull him back.

"She is," the Professor glared at Darla, "And she doesn't even know it."

The Doctor turned to look at Darla, only to see a Dalek eyestalk appear out of the woman's forehead. She lifted her hand and fired a bolt at them from her palm, knocking them both out as a Dalek saucer appeared in the sky.

"The Doctor and Professor are acquired," a Dalek in the saucer announced, completing its suicide mission.

~8~

The Doctor walked in front of the Professor as they were led by a Dalek through the halls of the ship, another two Daleks behind them as guards. Both Time Lords were alarmed and slightly worried when they had awoken to hear that Amy and Rory had been 'acquired' as well.

As they approached a door they could hear Rory speaking, "…how much trouble are we in?"

The door opened and they blinked at the whiteness and brightness of the room beyond, but they could see Amy and Rory standing near a window, looking out at a few other Dalek ships.

"How much trouble, Mr. Pond?" the Doctor asked as they entered, the Daleks gliding in with them, "Out of ten?"

"Eleven," the Professor answered quietly.

Amy turned around at the sound of their voices, smiling a bit at seeing them, before she blinked, realizing they were BOTH there, "They got YOU too?" she stared, it was unlike the Professor to fall for such a trap.

The Professor gave a small smile, "I wasn't on top of my game, I suppose."

Amy's smile faded as she really took a moment to look at the Professor. She was paler than the girl remembered her, with light bags under her eyes. She looked…not her normal, confident, excited self…but tired, almost…sad…

Before she could even comment on that the ceiling opened and the floor lifted up. The Doctor and Professor stepped closer to each other as an entire room full of Daleks came into view. They were brought to a large domed area with scores of Daleks stationed on circular tiers around them. There was a White Dalek nearby, stationed by the TARDIS, along with a glass case with the mutant Dalek sitting inside it on the other side of the room.

"Where are we?" Amy asked them quietly, "A spaceship, right?"

"Not just any spaceship," the Doctor sighed, "The Parliament of the Daleks. Be brave."

"What do we do?"

"Make them remember you," the Professor told her.

"Well, come on then!" the Doctor shouted, looking around at the Daleks that surrounded them, "You've got us. What are you waiting for? At long last, it's Christmas! Here we are!" he reached out and took the Professor's hand, closing his eyes, expecting the worse, not even the Professor would be able to take on so many Daleks without a better weapon than her sonic blaster.

"Save us," the mutant Dalek cried, "You will save us."

The Doctor frowned, "We'll…what?"

"You will save the Daleks!"

"Save the Daleks," the Daleks around them repeated, "Save the Daleks. Save the Daleks. Save the Daleks. Save the Daleks. Save the Daleks. Save the Daleks."

The Doctor peeked an eye open, "Well…" he turned to the Professor as she frowned at the Daleks now chanting 'Save the Daleks,' "This is new."

She could only nod.

~8~

"What's he doing?" Rory asked, watching at the Doctor paced around the room beside the Professor, who stood stoically, her hand as a fist resting against her mouth as she crossed her arms, her gaze locked on the mutant Dalek.

"Well…" Amy began, nodding at the Professor, "She's already counted all the Daleks, counted all the exits, chosen the most defendable area in the room, and picked the best method of attack, while HE," she nodded at the Doctor, "Is now calculating the exact distance we're standing apart and starting to worry. Oh, and look at him frowning now," Rory looked over at the Doctor who was, in fact, frowning as he eyed them, "'Something's wrong with Amy and Rory, and who's going to fix it?'" the Doctor tweaked his bow tie, "And he straightens his bow tie," Amy sighed, but frowned when she saw the Professor still just…standing there, making no move to do much of anything, "_He's_ noticed," she murmured, earning Rory's attention again, "But _she_ hasn't…" she shook her head, "That's _wrong_. Something's wrong."

"What do you mean?" Rory frowned as well.

"She_ should_ have noticed us," Amy whispered, eyeing the Professor, "The Professor notices everything. 'Use your eyes, notice everything,' she always says that…but she's _not_…"

"Well, in all fairness, she _is_ a bit preoccupied," Rory mumbled, "Daleks and all."

Amy just shook her head.

"We have arrived," the mutant Dalek called.

"Arrived where?" the Doctor asked.

"Doctor. Professor."

"The Prime Minister will speak with you now," Darla told them.

The Doctor stepped up to the woman with the Professor, eyeing her, "Do you remember who you were, before they emptied you out and turned you into their puppet?"

"Memories are only reactivated if they are required to facilitate deep cover or disguise," the Professor sighed, rubbing her head, "It's standard procedure for missions of the like, you use only what you need, cut everything off. No distractions. And memories…" she shook her head, "They're distractions."

The Doctor looked at Darla, disgusted that she was standing there so unaffected, "You had a daughter."

"I know," Darla remarked lightly, "I've read my file."

The Doctor shook his head, taking the Professor's hand and stepping up to the mutant, the Prime Minister, "Well?"

"What do you know of the Dalek Asylum?" the mutant asked them.

The Doctor hesitated, "According to legend, you have a dumping ground, a planet where you lock up all the Daleks that go wrong. The battle-scarred, the insane, the ones even _you_ can't control. It's never made any sense to me."

Amy frowned, glancing at the Professor. By now she would have been finishing his sentences with him, but she was just standing there, her one arm crossed as though trying to hug herself, looking down, not even at the mutant. Amy could tell she was distracted by something. And that was _not_ like her, as she had just said 'no distractions.'

"Why not?" the mutant asked, snapping Amy out of her thoughts.

"Because you'd just kill them," the Doctor answered.

"It's against their laws," the Professor murmured, seeming to focus a bit more.

"It is offensive to us to extinguish such divine hatred," the mutant agreed.

"Offensive?" the Doctor shook his head, disgusted.

"Does it surprise you to know the Daleks have a concept of beauty?"

He shook his head, leaning forward to stare the mutant in the eye, "I thought you'd run out of ways to make me sick. Hello again. You think _hatred_ is beautiful."

"Perhaps that is why we have never been able to kill either of you."

The Doctor blinked and straightened out, disturbed.

The Professor squeezed his hand, drawing his attention. He gave her a weak smile, when a sudden noise made them look back. A hole was opening up in the middle of the floor. They walked over to it, peering down it as a white planet appeared below, a force field around it, crackling with energy.

"The Asylum," Darla informed them as she came to stand beside the Time Lords and humans, "It occupies the entire planet, right to the core."

"How many Daleks are in there?" the Doctor wondered.

"A count has not been made. Millions, certainly."

"All still alive?" the Professor frowned.

"It has to be assumed. The Asylum is fully automated. Supervision is not required."

"Armed?" Amy glanced at the woman.

"The Daleks are always armed."

"What color?" Rory asked, and the others looked at him, "I'm sorry, there weren't any good questions left."

"This signal is being received from the very heart of the Asylum," she pressed a button on her wrist device and a song from the opera 'Carmen' came over the speakers.

"What is the noise?" the white Dalek asked as the Doctor closed his eyes and began to hum, moving as though orchestrating the music, "Explain. Explain."

"Er, it's me," the Doctor said, "Well…us."

"Sorry, what?" Rory frowned.

"It's me, playing the triangle," the Doctor motioned a ding of the triangle, "Ok, I got buried in the mix. Carmen. Lovely show," he turned to the Professor, smiling widely, "You were brilliant," he glanced at Amy, "The lead got sick the night of the first ever performance, the Professor stepped in," and back to the Professor, "Stole the show."

Amy eyed the woman as she just gave a small smile and a nod…

And that was it.

She just couldn't understand what was wrong. By now, surrounded by their most deadly enemies and looming over a planet-prison, the two aliens would be flirting up a storm. The Professor saying something about how SHE wasn't the thief, followed by something about how the Professor stole his hearts though, the Professor commenting how he didn't steal hers, him pouting about it, her reassuring him he didn't steal them because she had given them to him, him finishing with how she truly _had_ stolen his hearts from him and the TARDIS called HIM a thief…seriously, _where_ was the _flirting_?!

She paused at the thought, wow, she NEVER thought she'd have EVER missed the flirting in the face of danger.

"Someone's transmitting this," the Doctor called. Amy looked over to see he was standing by a control panel with the Professor, flashing it with his sonic, "Have you considered tracking back the signal and talking to them?" he glanced up to see the Daleks just eyeing him through their stalks.

"He asked the Daleks," the Professor joked lightly, giving him a small smile.

He smiled back at her, his own smile tense, he could see what Amy had, that something was bothering her, that she was forcing herself to smile, faking it. Something was wrong...but she wasn't saying.

He sighed and turned to the controls, "Hello? Hello? Carmen, hello?"

"Hello?" someone called back.

The Professor looked over, it was a woman, with a light, semi-perky voice.

"Come in. Come in. Come in, Carmen!" the Doctor fiddled with the controls some more, trying to clear the connection.

The Professor just reached forward and flicked a small toggle and the static disappeared. The Doctor beamed at her, giving her a quick kiss.

"Hello!" the woman called again, "Yes, yes, sorry. Do you read me?"

"Yes, reading you loud and clear," the Doctor grinned, taking the Professor's hand as he turned back.

"Identify yourself," the Professor added, "Report your status."

"Hello!" the woman cheered, "Are you real? Are you actually, properly, real?"

"Yes…" the Professor trailed, confused, "Confirmed."

The Doctor just laughed, "Actually, properly, real. Yeah."

"Oswin Oswald," the woman introduced, "Junior entertainment officer, starship Alaska. Current status, crashed and shipwrecked somewhere…not nice. Been here a year, rest of the crew missing, provisions good but keen to move on."

"A_ year_?" the Doctor's eyes widened, "Are you ok? Are you under attack?"

"Some local life forms. Been keeping them out."

"Do you know what those life forms are?"

"I know a Dalek when I hear one, yeah."

"What have you been doing on your own against the Daleks for a year?"

"Making soufflés?"

"Soufflés?" he laughed at the absurdity of that statement, "Against the Daleks?"

"Where'd you get the milk?" the Professor wondered. The others looked at her, confused as to what that had to do with anything.

The Professor just looked at the Doctor, speaking silently so as not to alarm the others or clue the Daleks into anything, '_It's the only food product that is none replicable. If she's been there a year, there's no way to preserve that much of it. It doesn't add up. Something's wrong._'

He nodded slowly, seeing that. Where _had _she gotten the milk?

"This conversation is irrelevant," the white Dalek declared.

"No, it isn't," the Doctor mumbled.

"No!" Oswin called as the connection started to break up, the Daleks cutting it, "Hello? Hello?"

The Doctor sighed as the connection ended completely and turned to face the Daleks, "Because a star liner has crashed into your Asylum, and someone's got in. And if someone can get _in_, then everything can get _out_. A tsunami of insane Daleks. Even you don't want that."

"The Asylum must be cleansed," the white Dalek agreed.

"Then why is it still here? You've enough firepower on this ship to blast it out of the sky."

"The Asylum force field is impenetrable," Darla told them.

"Turn it off."

"It can only be turned off from within the Asylum."

"A small taskforce could sneak through a force field. Send in a couple of Daleks."

The Professor shook her head, "You really think they'd send one of their own down there?"

"Oh," he nodded, before laughing and clapping as he slowly made his way to the mutant, "Oh. Oh, that's good. That's brilliant. You're all too scared to go down there. Not one of you will go, so tell me, what do the Daleks do when they're too scared?"

"The Predator of the Daleks will be deployed," the white Dalek stated.

"You don't _have_ a Predator…"

The Professor cleared her throat and the Doctor looked over at her, "Guilty."

He frowned, "Why do they call you the Predator?"

She looked down, "Because during the war I didn't just set traps for them when they attacked…I _hunted them down_," she stepped forward and glared at the mutant, leaning in to look him in the eye like the Doctor had done, "Like the _beasts_ they were. And I showed them no mercy when I took them out, just like they deserved."

She stood and looked back around the room, at the Daleks who had now quieted, shifting back and forth under her heated gaze.

Amy frowned, eyeing her. She'd seen many versions of the Professor come out when facing her enemies, but she'd never seen this one, so…full of hate, so bitter and harsh and…angry…something was _wrong_. The Professor always said 'anger was the shortest distance to a mistake,' she'd _never_ seen the woman fall victim to it and here she was, doing just that.

The Doctor reached out and took her hand, the Professor relaxing, closing her eyes and taking a breath, as he turned back to the mutant, "What makes you think the Professor would turn off a force field for you?"

The mutant blinked, almost seeming to be smirking at them, "Because _you_ will have no other means of escape," it laughed as it looked at the Doctor.

He tensed, knowing what the Dalek was talking about now, somehow _he_ would be sent to the Asylum, and the only way to get out, to save him, would be for the Professor to take down the field.

She squeezed his hand, knowing they were both about to be sent to the Asylum, she had to be there after all, to take down the field.

"You will need this," Darla called as two other humanoid-Dalek puppets, two men, stepped up and put a sort of wristband with a blue light on the Time Lords' wrists, "It will protect you from the nanocloud."

"The what?" the Doctor frowned, "The nano-what?"

"Cloud," the Professor reminded him.

"The gravity beam will convey you close to the source of the transmission," Darla continued, "You must find a way to deactivate the force field from there."

"You're going to fire us at a planet?" the Doctor grumbled as he and the Professor were led back to the hole in the floor, "_That's _your plan? We get fired at a planet and expected to fix it?"

"In fairness, that is slightly your M.O.," Rory told him.

"Don't be fair to the Daleks when they're firing us at a planet!"

The Professor frowned when she saw the two men put wristbands on Amy and Rory as well, "What do you want with them?"

"It is known the Doctor and Professor require Companions," the white Dalek stated.

"Oh, brilliant," Rory rolled his eyes, "Good."

"Don't worry," the Doctor tried to reassure them, "We'll get through this, I promise. Don't be scared."

Amy smirked and looked at him, "Scared? Who's scared? Geronimo."

The Doctor grinned and laughed, "Ha ha! Oi!" and then was pushed into the gravity beam that was heading straight for the planet.

Rory was pushed in soon after and the puppets turned to the Professor and Amy, "Touch me," the Professor warned the man closest to her who was raising a hand, "And you won't have a Parliament to serve any longer."

The man dropped his hand and the Professor sighed, grabbing Amy's arm and pulling her down as she jumped into the beam.

"Ah!" Amy screamed as she and the Professor nearly caught up with the Doctor and Rory as they fell through the beam.

"Wrong way up!" Rory shouted as they could see both him and the Doctor plummeting down, headfirst, "Wrong way up!"

"Doctor!" the Professor shouted as the beam split in two.

"No!" he reached for her, seeing the same thing, but they were pulled apart and slammed into the planet.

~8~

The Professor groaned as she slowly came to, hearing a small whirring noise beside her, disappearing and reappearing, coming closer with each movement. She opened her eyes to see a clear sky above her, snow around her, and a small Dalek eyepiece staring up at her from the snow.

She turned her head, not even bothering to reach for her blaster, this was not typical, hostile, Dalek behavior, "Hello."

The comm. opened and Carmen began blaring through it.

The Professor laughed and laid her head back down on the snow when she heard Oswin start to speak, "Sorry, sorry," the music cut off, "Pressed the wrong switch."

"Hello soufflé girl."

"You can always call me Oswin, seeing as that's my name. You ok?"

She rolled her head to look at the eyepiece, "How are you doing that? This is Dalek technology."

"It's very easy to hack."

"Not really," she sighed, "Believe me, it took ME a while to do it," she pushed herself up to sit, reaching to her side and pulling out her blaster, checking if for damage, frowning when she saw it _had _been damaged a bit from the fall, now operating at half-battery life and fading fast, "Where are you?"

"The ship broke up when it hit. Somewhere underground, I think. You coming to get me sergeant?" Oswin laughed at the little nickname, the woman with a gun, how she'd spoken to her before, so on-task, gathering Intel. She had to have some sort of military background. Her father had been in the military for a time, she could spot a soldier when she saw one.

"Doctor?" the Professor heard Amy calling in the distance, "Professor?!"

She sighed, looking over at the eyepiece as static started to sound again, "Oswin?" she called, reaching out to rap against the eyepiece lightly, "Hello?"

The eyepiece fell limply down, disconnected once more.

"Professor!" Amy shouted, closer.

She looked over to see Amy appearing over the top of a small ridge, a black man in a white snow suit following her, "Amy!" she got up and rushed over, "Have you seen the Doctor? Rory?"

"There was another beam," the black man told them, "There. Over there. Are you the rescue team?" he followed after them as they ran across the snow to the small hole that had formed, a shaft below it.

"Rory?" Amy called down it, "Rory! Rory!"

"Doctor!" the Professor yelled.

~8~

'_Theta!_' a voice called in his mind, '_THETA!_'

The Doctor jerked awake, hearing the Professor's voice, feeling her fear for him, '_Kata!_' he called back, '_I'm here, I'm fine._'

'_Are you sure? Where are you? Is Rory with you?_'

He looked around, spotting Rory knocked, out on his back, a few feet away, '_Yes, Rory's fine…we seem to be underground somewhere._'

Rory flinched as something green dripped onto his face.

'_And you're both fine?_'

He glanced around, spotting a number of inanimate Daleks around them. He swallowed hard, controlling his emotions, the_ last_ thing he wanted to do was worry the Professor. Because he knew her, she'd do anything she could to find him, she'd put herself in danger to get to him all the sooner. It didn't seem like the Daleks were alert right at the moment, probably out of power.

He was safe enough for now.

'_We're fine,_' he told her, praying that she wouldn't sense his lie this time.

She hesitated, before telling him, '_Amy's with me, we're going to try to find our way down to you…find somewhere safe to hide._'

He nodded to himself, '_Will do._'

She was quiet a moment, '_I love you._'

He smiled, '_I love you too. Be careful._'

'_I will._'

He nodded again, getting up and moving over to Rory, checking on him, "You're fine," he assured the man quietly as he woke, not wanting to risk speaking loudly with the Daleks around.

Rory winced, sitting up and rubbing his head, "Ouch," he mumbled, before catching sight of the Daleks. He stiffened.

"It's alright," the Doctor reassured him, walking over to one cautiously. He touched it, but it didn't respond, so out of power that not even the touch of a time traveler could wake it. He pushed it away and looked back at Rory, "Come on," he called, moving to help the man up, "We should find somewhere to hide out. Amy and the Professor are on their way down."

Rory nodded, following the man out as he slowly moved, not even using the sonic, afraid the excessive and prolonged noise would wake the Daleks from their slumber.

~8~

The Professor sighed and rubbed her head, when was the Doctor going to learn that he_ couldn't _lie to her? He really _was_ rubbish at it. He was in some sort of trouble, probably not a huge or pressing amount right now, but just the thought that he was in even the tiniest amount of danger set her on edge.

"We came down two days ago," the black man said as she and Amy stood, "There's twelve of our escape pods," he led them a few feet away to a small mound of snow and knelt down, "I don't know what happened to them."

"Two days?" the Professor frowned at that, Oswin had said a year…

"Alaska?" Amy asked, spotting the name on a hatch the man had brushed some snow off of, before turning to the Professor, "That's the same ship as soufflé girl."

The man turned, working on opening a hatch from the Alaska.

"Exactly," the Professor nodded, eyeing the man cautiously. Something was very not right here. She had her suspicions, but…she didn't want to alarm Amy and walking up to the man and touching his face, the only exposed part of him, would likely clue her off that she was scanning him for some reason.

"Got it!" the man cheered, popping the hatch, "Escape pod," he grinned up at them before moving to climb inside, heading down a ladder into it.

Amy glanced at the Professor, "Should we?"

She sighed, "No other choice," she nodded, moving to head down after the man, wanting to be in there first should anything sinister be waiting. Amy would be nearest to the hatch and able to escape first if there was.

"We should have some climbing rope long enough for that hole," the man said, watching from the bottom of the ladder as they climbed in.

The Professor stiffened as she turned around to see a few similarly snowsuit dressed people sitting in a series of chairs, their backs to them, "Your crew…" she began, shaking her head. The crew were too still, not moving, not even breathing…and the smell…decay…they were dead.

"Ah, yes, sorry," the man smiled and turned to the crew, "Guys, this is the Professor and Amy," his smile started to fade when there was no response, "Guys?" he walked around them, Amy and the Professor following, but more pressed along the walls, not willing to get close, as he saw the crew were all desiccated corpses, "Oh, my God!"

The Professor stepped closer to one, lifting her hand when Amy pulled her back, "Don't touch it!"

The Professor glanced over at her, "And how else can I scan it?" she asked before sighing, "I _really_ should get myself a sonic."

Amy gave a small smile at that, the Professor _always_ said that…but never took the Doctor up on that offer, something about 'use it or lose it' in terms of her scanning ability.

The Professor stepped closer and knelt down, looking at one of the skeletons, "They're all dead," she nodded to herself, reaching forward to touch one, scanning it.

"That's not possible," the man shook his head, "I just spoke to them. Two hours ago. We were doing engine repairs."

The Professor stood suddenly, tense, and Amy immediately tensed as well, knowing that stance, something was wrong.

"I don't think you did," the Professor shook her head, "Because they've all been dead for a very long time."

"But they _can't _have been."

"Well, they didn't get in this state in two hours," Amy agreed.

The man frowned a moment before his eyes widened, "No, of course. Stupid me."

"Of course what?" Amy looked over at him, not seeing the Professor slowly pull out her blaster.

"I died outside and the cold preserved my body. I forgot about dying."

Amy watched in horror as a Dalek eyepiece, much like Darla's, popped out of his head.

The Professor was quick, firing at the man, knocking him back, "Amy, the door!" she shouted, nodding at a door.

Amy ran over to it, pressing a button, "Come on, come on."

The man started to stand up again, the blaster doing little to harm him as he was already dead. But the Professor ran at him, shoving him through the door Amy had opened before slamming her hand on the button, closing and locking the door.

"Explain," Amy gasped, "That's what you're good at. How'd he get all Daleked?"

"He wasn't wearing this," the Professor held up her wrist to show Amy the blue light, "The nanocloud, made of nanogenes…" she glanced up to see Amy giving her a blank look, "Microorganisms that automatically process any organic matter, living or dead, and change it into something else. Here, it's into a Dalek puppet. Anything that attacks this place automatically becomes part of the onsite security."

"Living or dead?"

"These wristbands will protect us. They're the only things stopping us going exactly the way he did…"

"No, Professor, living or _dead_?"

She sighed, nodded, "Yes, yes, I know," she turned and fired at one of the corpses that had stood up, all of them now with glowing eyepieces sticking out of their foreheads. She kicked another and turned to Amy, "Run!"

Amy ran across the room, to another set of doors, and pressed the button, opening it and dashing through, "Come on!" she called to the Professor, who fired at two more zombies and ran after her.

But one of the zombies, one nearest the door, reached through to grab Amy, trying to pull her out. The Professor kicked it back, pulling Amy further in, past the doorway and slammed it shut once more, sealing the bulkhead.

"Is it bad that I've really missed this?" Amy started to laugh.

The Professor just gave her a small smile, which made Amy quiet…the Professor would have been laughing, exhilarated from the adventure, much like the Doctor would be.

"Unauthorized personnel may not enter the cockpit," Oswin's voice called over a comm..

"Unauthorized personnel may not hack into the cockpit either," the Professor shot back, looking around to see they were in a cockpit.

"Oh, Little Miss Grumpy eh? Bad combo. No sense of humor, trigger finger…even worse combo."

"Is that her again," Amy glanced at the Professor, "Soufflé girl?"

"Her name's Oswin," she remarked.

"Thank you!" Oswin cheered, hearing the woman remember and use her actual name, "Now, back to business, scanning you. You're in another of the escape pods from the Alaska, right? Same ship I was on."

The Professor walked further into the cockpit, looking at the controls, "How are you able to hack into everything? It should be impossible in a crashed ship."

"Long story. Is there a word for total screaming genius that sounds modest and a tiny bit sexy?"

'_Professor,_' the Professor heard in her mind, knowing the Doctor had been keeping an ear out for her, much like she was doing for him.

She smiled a little and looked down, "Doctor," she answered, "He's called the Doctor."

Amy scoffed, "Him?" she rolled her eyes, "How is he even a _little_ modest?" she paused in thought, "Or sexy?"

The Professor gave a small laugh as the Doctor grumbled in her mind.

There was a beep and Oswin was back, "Check the floor. I'm picking up a breach at floor level. There could be a way out. See you later!"

The Professor looked down, seeing a hatch. She frowned, seeing the lock only partially in place as she knelt down, "Looks like it's been used already and they've tried to block it off behind them."

"Can't imagine why," Amy murmured.

"The lower part of the pod is buried, so this must go straight down to the Asylum."

"Where Rory and the Doctor are."

"Poor old Rory," she muttered, looking up at Amy.

Amy let out a little, almost offended, scoff at the look the Professor was giving her, and knew…the woman knew about her and Rory, about the state of their affairs, "Don't give me that 'I can't believe you, oh poor Rory' look. It's not my fault. It just happened. It's life. Just life. That thing that goes on when you and the Doctor aren't there."

The Professor looked back down, popping the hatch open to see a shaft heading into the planet, a sort of rope ladder hanging from it.

"Ok," Amy cleared her throat, getting back on point, feeling a little bad for snapping at the Professor, clearly something was already bothering her, she didn't need to be snapped at too, "So somebody else got out this way then?"

The Professor glanced over at Amy, about to speak, when she saw something on a monitor, the zombies gathered near the door, waving something at the camera, "What's that…" she got up and walked over, eyeing the monitor, only to see them holding a wristband.

"What's that?" Amy moved beside her.

"One of these," she held up her wrist, "But where…" she turned and grabbed Amy's wrist, pulling the cuff of her jacket sleeve up to see that Amy's band was missing, "Oh."

Amy swallowed hard, seeing the Professor's expression, "Professor, what's going to happen to me? Seriously. Tell me what."

"We need to move," was all the Professor said, heading back to the hatch and starting down.

Amy frowned, that wasn't like the Professor, she would tell her exactly what was going on and how she was going to fix it, not leave her to wonder. She shook her head, seeing the Professor disappear down the hatch and moved to follow.

~8~

"So what happened?" the Doctor asked as he and Rory walked through the corridors, his voice hushed in case the Daleks weren't all that powered down.

"With what?" Rory glanced at the Doctor who only gave him a look, "Really?" he scoffed a bit, "You want to do this _now_?"

The Doctor chuckled, recalling another time when he and Rory had had a discussion at a bad time, though then it was _Rory_ asking him about a kiss before they went to face a school of fish-alien-vampires.

"Rory…" he shook his head, "Marriage isn't easy. Relationships, in general, need work. You can't just give up…"

"It's easy for you to say," Rory remarked, sounding a tad bitter, "But not everyone has the perfect relationship like you and the Professor."

The Doctor actually let out a loud laugh at that before quieting, "Perfect? You think we're _perfect_?"

Rory looked over at him oddly, not sure why he found that so amusing, it was true, "You never fight."

"Ah," he shook his head, "You never SEE us fight. We've fought before Rory."

Rory frowned, "Really?"

He nodded, "We've known each other over 1,000 years, we've fought quite a lot, about everything under the sun and you know what? Even 1,000 years later there are _always_ new things to fight about. Though making up after a fight is really the best part, but that's besides the point," he shook his head, "For example, Rory, we're trying to have a baby, can you imagine what we'll fight over if we get one?"

"But that's just it Doctor," Rory sighed, "You've known each other for a _millennia_! You've been together for _centuries_! How? How do you stay together that long? Amy and I…we barely made it two years before she…" he cut himself off, before she kicked him out.

The Doctor smiled softly as he thought on his answer, "You just have to love her Rory."

Rory let out another scoffing laugh, "And that's the problem though, isn't it? I love her, more than she loves me."

"Ah," the Doctor held up a finger, "You've loved her _longer_, that doesn't always mean you love her _more_."

"Uh, I think it does."

"The Professor loved me since she was 8 years old. I probably did love her when I was 10, when I met her, but…I didn't realize it for another 90 years. By that logic, she's loved me longer. But…I think I love her more."

Rory frowned, "Why?"

"I gave her up," he sighed. Rory just looked confused so he continued, "She told you about us yes? About Mayra and that whole issue with her being an Academic?" Rory nodded, "I pursued Mayra because I knew that being with me would mean the Professor had to give up her dream to be an Academic. I _couldn't_ do that to her. I gave her up so she could be one."

Rory looked thoughtful.

"I know why you and the Professor are closer than you and I are," he continued, "You associate more with her. You both, for some insane reason or another, felt like, at some point, you were second best to someone else," Rory looked startled that the Doctor knew that, "But Rory, you and I are actually similar too. We both have similar dreams. Maybe, just maybe, Amy gave you up so you could achieve that dream."

Rory shook his head, "But SHE is my dream."

The Doctor smiled and shook his head, "Our girls know us better than we know ourselves. You'll figure it out."

Rory looked down, flashing his penlight around, when it landed on a piece of metal, it was very small and he absently kicked it in thought…only for it to make a ridiculously loud clanging noise he wasn't expecting. Both men looked at each other, alarmed, especially when a Dalek before them started to power up, its eyestalk starting to glow.

"Shh!" the Doctor hushed Rory, both of them remaining very still in the hopes that the Dalek would power down if it didn't hear anything else.

But, of course, this was _the Doctor_, his luck _never _went that way, and the other Daleks around them started to boot up as well, making strained noises.

"What?" Rory looked at one, swearing it was trying to talk, "Sorry, what?"

"Rory!" the Doctor hissed, "Don't talk to the Daleks!"

"Eg," it tried to speak, "Eg…eg…eg…eg…eg…eg…"

"Eggs?" even the Doctor had to ask.

Rory looked down, seeing some round objects from the Dalek's casing on the ground, "You mean those things?" he picked one up.

"Egg," the Dalek repeated, but this time more thoughtful.

"I don't…I don't know what you want," he looked at the Doctor, still holding one of the objects, "These things. Are they eggs?"

The Doctor shook his head, holding up a finger to Rory as he focused on the Dalek, a horrible pit forming in his stomach.

"Egg," the Dalek spoke haltingly, "Stir. Min. Ate."

The Doctor's eyes widened as Rory dropped the ball, "Oh," the Time Lord muttered.

"Exterminate."

"Not good."

"Exterminate!" all the Daleks started to chant.

"Very, _very_ not good!"

Rory pulled him down as a weapon fired, _just _missing them, and they both took off, trying to get out of the chamber.

"Emergency!" the Daleks cried around them, all starting to fire, "Emergency. Exterminate. Exterminate!"

"Run!" Oswin's voice called over the comms., "The door at the end, run for it. They're waking up, but they're slow. The door at the end. Just run. Now! Now! Now!"

"There!" the Doctor shouted, pointing at a small door in the wall.

"Exterminate!" the Daleks fired, "Exterminate!"

The door rose and the Doctor and Rory slid underneath it, the Doctor turning and flashing the sonic at it, shutting it and locking it against the Daleks before falling to the ground in relief.

"So, anyway, I'm Oswin," Oswin introduced herself to the men, "What do I call you two?"

Rory sat hunched against a wall, panting, "Er, I can't remember…"

The Doctor laughed from where he was lying on his back, heaving, "That happens a lot."

"Er, Rory."

"And I'm the Doctor."

"Oh so _you're_ the Doctor," Oswin giggled, making the Doctor smile, knowing the Professor had told the girl about him, "And that's a lovely name, Rory. First boy I ever fancied was called Rory."

"Ok," Rory shook his head, not sure what to say to that.

"Actually, she was called Nina. I was going through a phase. Just flirting to keep you cheerful."

"Sorry," the Doctor sat up, "I only flirt with one person."

"Pity."

"Exterminate!" the Daleks cries drew nearer to the door, "Exterminate!"

Rory glanced up, looking around as though trying to spot Oswin, "Any time you want to start flirting again is fine by _me_."

~8~

The Professor looked down as she and Amy neared the bottom of the ladder, the bottom of the shaft, to see a corridor below them as they climbed.

"So tell me," Amy tried again, "What's going to happen to me? And don't lie. Because I know you well enough to know when you're lying to me and I will definitely fall on you."

The Professor sighed, resting her head against a rung for a moment before opening her eyes to look at Amy across from her, "The air all around is full of micro-machines. Robots the size of molecules. Nanogenes. Without that wristband, you're unprotected. And now you're being rewritten."

"So, what happens? I get one of those things sticking out of my head?"

"The physical changes will come later."

"What comes first? How does it start?"

"With your mind Amy. Your feelings, your memories," she looked down, jumping off the last rung, "And it's already started."

"How do you know?" Amy jumped down too.

The Professor glanced back at her, "Because this is the fourth time we've had this conversation."

"Ok," Amy swallowed hard, "Scared now."

"Good," the Professor remarked, heading down the corridor.

"Hey!" Amy frowned, grabbing the Professor's arm, spinning her around, "What is _with_ you lately?" she asked, eyeing the woman.

"What do you mean?" the Professor blinked, pulling her arm away.

"You're never like…this…" she gestured at the woman.

"Like what?"

"This! Distant, harsh…" she shook her head, "You and the Doctor go out of your way to make us feel _safe_ but you haven't, not once, not yet. Why?"

The Professor just shook her head and turned to walk down the corridor.

~8~

"What?" the Doctor asked as he and Rory walked down a corridor, following Oswin's instructions. Rory's torch kept flickering and every time he looked over he saw Rory eyeing him oddly.

"You said you and the Professor were trying to have a baby," he remarked, having just caught that bit of the conversation.

"Yes?" the Doctor frowned, confused.

"You said _if_ you get one…"

The Doctor sighed, "Like you said Rory, we've been together for centuries. We're _actively _trying now, but…for all that time, we weren't exactly _careful_. It's…hard. I know the Professor's concerned, I can tell it's a thought in the back of her mind even if she hasn't acknowledged it yet. I can read her like a book," he smiled, "Probably the only time I think faster than her is when it's _about_ her. But…after so long and…nothing…if it hasn't happened yet, when will it?"

Rory blinked, feeling for the man. A few centuries _was _a awful long time to have not had a child. He could almost sense the Doctor's reluctant fear that if it hadn't happened by now, it wouldn't ever.

"You could always ask River," he suggested.

"No."

"Why not?"

The Doctor took a breath and let it out, "Even if she was willing to tell us, we wouldn't."

"But if she can tell you if you have a child…"

"And what if we don't?" the Doctor turned to him, stopping his walking, "What if she says that, in all the time she's known us, we have _no_ children? What then?" he shook his head, "We'd rather try forever for something that _may _not happen, than to live with _knowing_ it never will."

A door opened before them and the Doctor gave Rory a nod, walking through it into a small room with a large circular panel on the floor.

"Hey there, Beaky Boy!" Oswin's voice called as soon as they entered, "Chinny!"

Rory rolled his eyes, his torch flickering again, "If it's a straight choice, I prefer Nina."

"_Loving_ this. The nose and the chin. You two should fence," she laughed, "Serious now, you're safe here. Both of you pop your shirts off, quick as you like."

The Doctor frowned, "Why?"

"Does there have to be a reason?"

The Doctor laughed, "Sorry Oswin, but we're _both_…" he looked back at Rory, "Taken."

Oswin sighed, teasing, "The good ones always are."

~8~

A door lifted, the Professor and Amy peeking through to see a room full of Daleks, seemingly stationary, dusty…

"What's that?" Amy asked as the Professor took her arm and pulled her back, shutting the door, leading her back down the corridor again.

"Oswin?" the Professor called, looking around, "Oswin, can you hear me?"

"Hello, sergeant!" Oswin's voice rang out from a speaker above them, "I have visual on you."

She frowned, eyeing a Dalek eyepiece sticking out of the wall over a speaker above a panel door, the security camera, "Why don't we have a visual on you? Why can't we ever see you?"

"Limited power, bad hair, take your pick. There's a door to your left. Open it. I'm going to send you a map to that screen. I put your little friends somewhere safe. I can get you to them."

"Rory!" Amy gasped, "You found Rory and the Doctor?"

The Professor let out a small scoff as she opened the panel to see the map pop up as promised.

Amy turned to glare at her, "What?"

"_Now_ you care about Rory?" the Professor looked at her, shaking her head.

Amy's mouth dropped open at the Professor's words, at the tone in them. Never before had she heard the Professor sound so bitter.

"Of course I care about him," she said quietly, hushed, hurt.

"Not enough it seems," the Professor muttered, turning back to the map Oswin had brought up.

Amy glared, grabbing the Professor's arm and pulling her, turning her to face her. She knew something was bothering the Professor, that something was wrong, ever since she first saw her again, she'd wanted to know what it was, to help her, but now…now she was angry.

"How _dare_ you?" Amy nearly spat.

"Amy you're getting a _divorce_!" she shouted, she'd seen the papers on Rory's person before he'd put them in his pocket when she and the Doctor first saw them on the ship.

"Yes we are! But don't presume to know _anything_ about _why_ we are!"

"What Amy?" the Professor shook her head, tears in her eyes, "What could _possibly_ be so _horrible_ that you can't make it work?"

Amy blinked, feeling her anger merge with the terrible sadness she'd been trying to cover up for what felt like ages, "You wouldn't understand."

"Try me."

Amy's eyes narrowed, "You don't know what it's like to lose the _one thing_ your husband _wants _more than _anything_! To lose your _one chance_ at it!"

The Professor stared at her a moment, "Yes, I do."

Amy shook her head, backing up, tears in her eyes, "No, you don't. You have no idea what it's like to lose your baby."

She turned, putting a hand to her mouth as she stepped away from the Professor, tears falling as she tried to take calming breaths, but she was just too upset. She didn't want to deal with this now…

"You wonder why it happened," the Professor said quietly a moment later, "You wonder why it happened to YOU? What could you have _possibly_ done to deserve something like that?"

Amy stiffened at the words.

"And then you start to think about all the things you won't get to see…" the Professor continued, her voice shaking, "Their first word, first steps. You won't know if they'll have any freckles, if they'll need glasses, braces. You won't know what their first hurt is and what you'll be kissing better. You won't see them smile or laugh or cry or shout. You won't get to…teach them how to build a sandcastle on family vacations or how to make snow angels in the first snowfall. You won't get to see them learn to drive or graduate. You won't get to see them go on their first date, be there when they suffer their first heartbreak…you won't get to see them grow up, see them _live_."

Amy turned around, her eyes wide as she stared at the Professor, everything she was saying was _exactly_ what she'd felt and thought when she had lost Melody the baby.

The Professor swallowed hard, tears in her eyes, "You wonder what you could have done differently. And you blame yourself, more than _anyone _else, because YOU couldn't protect them, their _mum_ couldn't protect them. You _failed_."

Amy blinked, shaking her head, seeing the Professor getting so worked up, feeling so much, "How…"

"But Amy…" the Professor let out a breath, openly crying now, "Your daughter is _alive_! You got to hold her, alive and healthy and perfect, in your arms and have her look up at you. You know the exact moment…" she cut herself off.

"Professor?" Amy whispered.

Something was VERY wrong.

The Professor just fell back against the wall, her head bowed, shaking it.

"Professor what's wrong?" Amy took a step forward. The Professor could only shake her head more till Amy stepped right before her, putting a hand on the woman's shoulder, "Professor…"

The Professor took a shuddering breath and uttered two words that shocked Amy to the core

"I miscarried."

Amy's eyes widened as the Professor slid down the wall, sobbing, her legs curled up to her, her hands pressed to her face as her body shook.

"Oh my God," Amy breathed, rushing over to the Professor's side, kneeling beside her, hugging her tightly.

"I don't even know how it happened," the Professor wept, "I ran a scan. Just to see if I _might_ be…" she let out a sob, "And it said I _had_ been, but I wasn't anymore," she shook, "I don't know when it happened, how old it was, I don't even know if it was a boy or girl…" she let out another sob, "And…it might not have been the first time…the scan couldn't tell…"

"I'm sorry," Amy whispered, rubbing her back as the Professor broke down before her.

"There was no _sign_ of it. Nothing different, everything was fine. I didn't even _notice_!"

Amy closed her eyes, it was so much worse for the Professor. _She_ had carried her baby to term, given birth, held her in her arms, even raised her in a way, seen her living out her life, happy. And even with the horror she'd endured in losing baby Melody, she knew _when_ she'd lost her baby…to not know, to wonder, especially after wanting one so badly, it must be_ killing_ the Professor. She'd been far more subdued before, distant, distracted, but…the Doctor hadn't…

"Professor," she began, softly, "Have you told the Doctor?"

The Professor could only shake her head.

"Why not?"

She took a breath, pulling away from Amy, trying to stop crying, "If I do…then it's _real_," she whispered, "It's real and it's not just some terrible nightmare. It actually _happened_."

Amy nodded, understanding.

The Professor let out a bitter laugh, "You're still lucky Amy," she said, "Because you HAD a child. I…I may _never_ get that chance," she shook her head, "It seems neither of us might be able to have children with the men we love, men who have always wanted them."

Amy's eye widened as she stared at the Professor, "You…you know?"

The Professor nodded, "I had the Doctor send the records of you and Melody from Demons Run to the TARDIS. I needed to know what they did to you."

Amy blinked, the tears returning, "Why?"

"I needed to know what they did to you, to Melody…because when I killed Kovarian, I wanted to know _exactly_ what I would be killing her for," she gave Amy a small smile, "Seems I was a bit late."

Amy swallowed hard, "Yeah…" she felt sick just thinking about what she'd done to Kovarian, what the Doctor and Professor had to think of her for it.

The Professor reached out and squeezed Amy's hand, "If you hadn't, I would have."

Amy gave her a small smile in return, before taking a breath, "Professor…you…you know that I can't have children, not anymore," the Professor squeezed her hand again, knowing how hard it was to say something like that out loud, making it real, it seemed they were both doing it, together, "But…you might still be able to. You don't know for certain. And…you and the Doctor," she smiled a bit more, "You've got a _time machine_, you can try _forever_, and I know how much you both love your _trying_," the Professor let out a little laugh, starting to blush a bit at how Amy and Rory were aware of their bedroom goings-on, "Don't give up," she reached out to wipe a few lingering tears from the Professor's face with her thumbs, "Just because it hasn't happened yet, doesn't mean it never will."

The Professor smiled, "Thank you Amy."

Amy nodded, "Um…"

"What?" the Professor asked, wiping her eyes more with her sleeve.

"If…if you know about Demons Run…and about our boys…" she began, "Then…you know _why_ I'm divorcing Rory."

The Professor shook her head, "Amy…don't give him up."

Amy's head snapped up at the words.

She squeezed Amy's hand one more time, "I asked you what could be horrible enough to divorce Rory. That _isn't_ it. Amy there are so many options open to you humans. Adoption being one of them. Not so for us Time Lords eh?" she let out another slightly bitter laugh, "Humans are far more abundant."

"I know," Amy whispered. She'd just…_she_ wanted to give Rory a child so badly, one that was THEM, she hadn't even thought that they might adopt. Rory always wanted kids, but more than that, she knew, deep down, that he'd always wanted _her_ more.

"The Doctor and I aren't splitting up, I'm not giving him up over _this_," she put a hand on her flat-stomach, "Don't you give up Rory either."

Amy looked down, not agreeing or disagreeing, but listening, thinking…

"Sorry to interrupt…" Oswin's voice called out of the speakers, startling the two women, they'd forgotten she was there, so to speak, that she'd been listening, "But…the Daleks are starting to stir."

The Professor took a breath, wiping her face completely as she pushed herself up, helping Amy up as well, she needed to focus and…she had to admit, she felt…better after speaking to Amy, not keeping her burden a secret anymore, knowing that this was something that would draw the two women closer. She'd always associated more with Rory, she knew that, while Amy associated with the Doctor, despite the fact that both humans were both of their Companions. But now…now she could see a new bond forming with the brilliant and strong ginger woman beside her, who seemed a bit more with it than she had, the outflow of emotion seemed to have stalled the Dalek nanogenes for the moment. Now she just had to make sure they survived long enough to see their bond grow.

"Right," she nodded, determined, "How many Daleks are in that room?"

"Ten…twenty?" Oswin guessed, "Hard to say. Some of them are catatonic but they _do_ have firepower."

"So…we need a way past them…" she turned, watching as the door opened and a Dalek glided through.

"The ladder!" Amy gasped, rushing back to it, only to look up and see the zombies descending, "No! They're coming down!"

"Ok," the Professor nodded, looking around, "One way through then…"

"Intruder," the Dalek shouted.

"What do we do?" Amy asked, turning to the Professor as the Time Lady moved to stand in front of her, blocking her from the Dalek.

"Intruder!"

"Professor what do we do?"

"Intruder!"

The Professor eyed it quickly, noting its slow approach, its lack of automatic attack, "It's damaged…"

"That's wonderful," Amy rolled her eyes, "But what do we _do_?!"

The Professor stepped up, the Dalek stopping, "Identify me!" she called, "Access your files. Who am I? Go on, tell me."

"You are the Predator," it stated, its sucker arm twitching slightly as it scanned her.

"And what are your standing orders concerning the Predator?"

"The Predator must be destroyed!"

"I'd like to see you try," the Professor smirked.

Amy couldn't help but let out a little laugh, _that_ was the Professor she knew.

"Your weapons system is malfunctioning, you're running low on power, and you can hardly move while I, however," she pulled out her blaster, "Am fully functioning…"

The Dalek's eyestalk actually seemed to twitch nervously between her and her blaster before shouting, "Self-destruct initiated!"

"What's it doing?" Amy gasped.

The Professor sighed and put her blaster away, "It's going to blow itself up, because it thinks it'll take me with it."

"Thinks?" she frowned, not too sure why the Professor was being so calm, standing there with no weapon, her arms crossed, eyeing the Dalek.

"It's the only weapon it's got left," she shrugged.

"Self-destruct cannot be aborted!" the Dalek stated, counting down from 12.

"Um…Professor…" Amy started, fidgeting as the countdown got nearer, "We should run right? Probably? Now?"

The Professor only shook her head, smirking, "If we run, I'll miss my chance."

"The chance to do what?"

"This," she said as the Dalek reached 5. She dropped her arms, braced herself, and, with a powerful kick, sent the Dalek wheeling backwards, right into the chamber with the other Daleks just as it exploded in the middle of them, destroying the lot of them.

"Wow…" Amy breathed, her mouth open, eyes wide.

Perfect timing.

~8~

The Doctor looked up from the circular panel he was scanning with the sonic, a teleport, when the room shook, the sound of an explosion going off nearby.

"Oswin?" Rory called, startled, leaping up, "What was that? That was close."

The Doctor shook his head, getting up, "_Very_ close. Well done dear," he added softly, smiling to himself as he felt the Professor's emotions, she was _back_.

He headed out of the room, Rory following him back into the chamber of the Daleks they'd just escaped from.

Rory frowned, looking around at the smoking remains, the dead Dalek mutants burning in their casings, their shells cracked and destroyed. He looked over at the Doctor, "What happened? Who killed all the Daleks?"

The Doctor's gaze was locked on something on the other side of the room as he gave a small smile, "Who do you think?"

Rory turned to follow his gaze, seeing the Professor walk in, Amy's arm draped over her shoulder, the rush of adrenaline and emotion having worn off, leaving Amy weak to the nanogenes, she'd barely made it a step towards the chamber after the explosion before stumbling.

"Amy!" Rory ran over, taking Amy from the Professor, scooping her into his arms as the woman fainted and heading back to the teleport room.

The Doctor walked over to the Professor, standing before her as he smiled at her, "You've still got it," he told her.

She smiled back at him, "Well, I wasn't about to lose my title to you again."

He laughed, recalling how, after dealing with the Pandorica, she'd joked that she should 'step up her game' since he was apparently 'the most feared warrior in the Universe.'

"The Predator of the Daleks," he murmured, reaching out to cup her face, "I see it now. _Very _sexy."

She blushed just a little at the intimate gesture. She had, admittedly, been a bit distant the last few weeks, trying to come to terms with what she'd discovered in the scan. She'd _missed _this, this closeness, these little things that made their relationship what it was.

"How?" she asked, looking up into his eyes, "I didn't use my blaster…and you didn't see me."

"You, my dear, don't need the blaster to be sexy," he grinned, "As we told Guido, I have a thing about guns and huge explosions, unless it comes to you…how, my dear, did you manage this, by the way?"

She laughed, "I kicked a self-destructing Dalek twenty feet back into this room."

He let out a low whistle, "Twenty feet?"

She smirked, "I've very powerful legs," she leaned forward to whisper in his ear, "But you, my love, already know that, don't you?" she laughed as she pulled back to see him blushing.

But he couldn't help but smile, _she was_ _back_!

"Yes I do," he nodded, leaning in, about to kiss her when…

"Oi!" Rory shouted, and they jumped apart, "Seriously? Now? You're flirting NOW?"

"Sorry," they said at once.

He rolled his eyes, nodding his head back towards the teleport room, "What happened to Amy? She's not waking up."

The Professor sighed, taking the Doctor's hand as she led him and Rory to the teleport room where Amy was lying on the pad, "She lost her wristband and, without it, the nanocloud is trying to make her into a Dalek puppet."

Rory swallowed hard and looked down at Amy as the Doctor scanned her with the sonic, "Will sleeping help her? Will it slow down the process?"

"You'd better hope so," Oswin called over the comm., "Because pretty soon she's going to try and kill you."

"She'd have to get past me first," the Professor remarked calmly.

"Amy," the Doctor whispered softly as the ginger started to come around, reaching out to hold her hand, only the Professor noticing him slip his wristband on her wrist in the process. She hadn't even thought about doing so, too upset and distracted to realize that their biology protected them from the nanogenes.

"Ow," Amy squeezed her eyes shut more.

"Amy…still with us?"

"Amy, it's me," Rory knelt beside her, "Do you remember me?" Amy just reached out and slapped him, "She remembers me."

The Doctor laughed, "Same old Amy."

"Do you know how you make someone into a Dalek?" Oswin asked.

The Professor nodded, "Subtract every emotion, especially love, and add anger."

"Doesn't she seem a bit _too_ angry to you?"

Amy opened her eyes and glared at the Dalek eyepiece camera, "Well, somebody's never been to Scotland!"

"What about you, though, Oswin," the Doctor turned to look at the camera as well, "How come you're ok? Why hasn't the nanocloud converted you?"

"Did I mention the genius thing?"

"To me," the Professor reminded her, even though the Doctor had heard it through her.

"Shielded in here."

"Clever of you," the Doctor nodded, "Now, this place. The Daleks said it was fully automated. Look at it. It's a wreck."

"Well, I've had nearly a year to mess with them, and not a lot else to do."

The Doctor eyed the camera, "A junior entertainment manager hiding out in a wrecked ship…"

"Hacking the security systems of the most advanced warrior race the Universe has ever seen," the Professor continued.

Amy couldn't help but start smiling, knowing what was happening.

"But you know what really gets us about you, Oswin?"

"The soufflés," the Professor answered.

The Doctor nodded, "Where do you get milk for the soufflés?" he looked at Amy and Rory, "Seriously. Is no one besides the Professor and I wondering about that?"

Rory just rolled his eyes, already used to their dual speaking, "No. Frankly, no. Twice."

"So, Doctor," Oswin called, "I've been looking you and the Professor up. You two are _all over_ the database. Why do the Daleks call you the Predator, Professor?"

"It's a long story," the Professor tried to wave it off, for what she'd let slip speaking to the mutant Dalek earlier, she truly_ hated_ speaking about what she'd done during the war. She hated looking back on the woman she'd been, because it hadn't been HER. It had been a shell of her that the High Council had filled with a war.

"And I'm just a man with a plan," the Doctor added, squeezing the Professor's hand.

"You've got a plan?" Oswin asked.

"That's all he is," Rory sighed.

"There's a nose joke going if someone wants to pick that one off," Amy added.

The Professor smiled, "He's got a thing Oswin, always a thing, never a plan."

"In no particular order," the Doctor continued, ignoring them, "We need to neutralize all the Daleks in this Asylum, rescue Oswin from the wreckage, escape from this planet, and fix Amy and Rory's marriage."

"Ok, I'm counting three lost causes," Amy cut in, "Anyone else?"

"One," the Professor sighed.

The Doctor looked at her, concerned, he counted zero.

'_Oswin_,' she told him silently, not wanting to alarm anyone, '_It doesn't add up. The milk? The nanocloud being stopped by an entertainment star liner's shielding? Her ability to hack the Daleks? Theta, even _I_ had trouble doing that. Not that I'm trying to be pompous and say no one could do it easier, but…_'

He shook his head, understanding, '_I know. On a human level, on any genius scale, it would be far more difficult._'

There were things about Oswin not sitting right with him either.

"Oswin," the Professor cleared her throat, "There's a Dalek ship in orbit…"

"Yes," Oswin agreed, "Got it on the sensors."

"The Asylum has a force field," the Doctor told her.

"The Daleks above are waiting for me to turn it off," the Professor added.

"But as soon as she does, they'll burn this whole world and us with it."

"So, there's just one question to ask Oswin."

"How fast can you drop the force field?"

Oswin was silent a moment before asking, "Do you two do that a lot?"

They glanced at each other and smiled, "Yes," they said as one, "Sorry."

"The force field?" the Professor reminded her.

"Pretty fast," Oswin sighed, "But why would I?"

"Because this is a teleport," the Professor nodded back at the pad Amy was sitting on, having gotten that from a glance.

"But for internal use only."

"I can boost the power," the Doctor flipped the sonic in his hand, "Once the force field is down, I can use it to beam us right off this planet."

"You said when the force field is down, the Daleks will blow us up," Rory frowned.

"We'll have to be quick, yes," the Doctor smiled.

"Fine," Amy rolled her eyes, "We'll be quick. But where do we beam to?"

"The only place within range," the Professor reasoned, "The Dalek ship."

"They'll exterminate us on the spot!"

"Ah, so this is the kind of escape plan where you survive about four seconds longer," Rory nodded.

"What's wrong with four seconds?" the Doctor countered, "You can do loads in four seconds," he turned and kissed the Professor quickly, deeply, "See?" he grinned, pulling away.

The Professor shook her head at him and looked at the camera, "Oswin, how fast can you drop the force field?"

"I can do it from here," Oswin called, "As soon as you come and get me."

"No, just drop the force field and come to us," the Doctor countered.

"There's enough power in that teleport for one go. Why would you wait for me?"

"Why wouldn't we?"

"No idea. Never met you. Sending you a map so you can come get me."

"This place is crawling with Daleks," Rory frowned, not liking the idea of having to creep through more corridors and rooms filled with Daleks.

"Yeah. Kind of why I'm anxious to leave. Come up and see me sometime."

"So, are we going to go get her?" Rory looked at the Time Lords as the comm. cut off.

"We don't really have a choice anymore," the Professor sighed, this really _wasn't_ sitting right with her, "But not WE," she gestured at the four of them, "_We_," she pointed between her and the Doctor.

"Ok," the Doctor clapped, "As soon as the force field is down the Daleks will attack. If it gets too explodey-wodey in here, you go without us, ok?"

"And leave you to die?" Rory gaped at them.

"Oh, don't worry about us," the Doctor smiled.

"You're the one beaming up to a Dalek ship to get exterminated," the Professor added jokingly.

Rory gave a small smile at that, he _had_ seen something off with the Professor as well, even before Amy had mentioned it, but he hadn't really wanted to think about it. Anything that made the Professor outwardly sad had to be _big_, and it…_hurt_…to know she was hurting. He didn't want to bring it up, he didn't want to mention it because he would have rather spoken to the woman alone, one-on-one like they had when he'd first started travelling with them. But he could see she was feeling much better.

"Fair point," he nodded, "Love this plan. What about Amy?"

"Keep her remembering," the Professor told him, "And keep her focused. That'll hold back the conversion."

"What do I do?" Amy looked up at them.

"You heard what she said," the Doctor told her, "They're subtracting love. Don't let them."

~8~

The Doctor and Professor cautiously made their way down a corridor, the Professor slightly ahead of the Doctor, her blaster out and ready. It was nearly drained of battery by now, but should still get in a few shots before dying completely, she'd really have to fix it when they got back to the TARDIS.

She held up her hand a moment later, stopping the Doctor as she put a finger to her lips. They listened intently, hearing, "Emergency," Daleks in the distance, "Emergency. Prepare to be annihilated. Emergency. We are the Daleks. We are the Daleks!"

They glanced at each other before nodding and heading on, sneaking around that area, the Doctor pausing at a camera to straighten his bow tie as he followed.

"Oswin," the Professor whispered, knowing that the girl would be able to hear through the comms., "We might be close…"

"You are," Oswin confirmed quietly, "Less than twenty feet away. Which is the good news."

"Ok…" the Doctor grimaced, "And the bad which I suddenly feel is coming?"

"You're about to pass through Intensive Care."

A door opened before them and they paused in the doorway to see a few Daleks, about five, held up in cages, chained, seemingly powered down.

"What's so special about this lot, then?" the Doctor asked as they stepped in slowly.

"Don't know," Oswin sighed, "Survivors of particular wars. Spiridon, Kembel, Eridius, Vulcan, Exxilon. Ringing any bells?"

"All of them."

"Yeah? How?"

"These are the Daleks who survived me."

"So…why aren't YOU the Predator then?"

The Professor gave a small smirk, "Because NO Dalek ever really survived me."

"Oh."

"Doctor…" a Dalek started to wake.

"Professor…" and another seemed to hear what Oswin had said about her being the Predator.

"Doctor!" and a third.

"Professor!" and a fourth.

"Doctor!" they started to shout as a fifth awoke, "Professor!"

"That's weird," Oswin remarked, "Those ones don't usually wake up for anything."

"Yeah, well," the Doctor swallowed hard, taking the Professor's hand, "Special visitors."

"We're at a door Oswin," the Professor called as they reached the other side of the room, "But it won't open."

"Hang on," she called, "Not quite sure. There's a release code. Let me just…anything out there?"

"No."

"Hang on, I'm trying to think."

One of the Daleks swiveled its eyestalk towards them, "Doctor…" and surged forward, breaking its chains, "Professor!"

"Doctor!" the others followed suit, straining to break free, "Professor!"

"Oswin, get this door open!" the Doctor shouted as the Daleks succeeded, the Professor readying her blaster, "Oswin, open this door!"

"I can't!" she shouted.

"Oswin!"

The Professor fired at the Daleks as they closed in, striking two of them in the eyestalk, forcing them to power down for a moment, when her blaster completely died.

"Wonderful," she muttered.

"Just get this door open!" the Doctor shouted, seeing this, seeing that there were still three other Daleks moving towards them, "Oswin! Oswin, please! Get this door open! Help us!"

The Professor braced herself and kicked again, pushing a Dalek that had nearly gotten its sucker arm in the Doctor's face back.

"Stop!" he shouted.

And suddenly…the Daleks stopped.

Then they turned away.

The Doctor just blinked and gaped at the sight as the Professor frowned, watching them, waiting for it to be some sort of trick.

"Oh, that is _cool_," Oswin breathed, "Tell me I'm cool, chin boy, sergeant."

"Oswin…" the Professor began, a horrible thought occurring to her, "What did you do?"

"Hang on, I think I've found the door thingy…"

"No," she cut in, urgent, "Tell me what you did."

"The Daleks, they have a hive mind. Well, they don't, they have a sort of telepathic web…"

"The Path Web."

"I hacked into it, did a mass delete on all the information connected with the Doctor and the Professor."

"You made them forget us?" the Doctor's eyes widened.

"Good, eh? And here comes the door."

The door started to rise.

The Professor shook her head, "I've tried hacking into the Path Web, we_ both_ have, _we_ couldn't do it."

"Come and meet the girl who can."

The Professor grabbed the Doctor's arm, tensing, as he looked at her. She swallowed hard, and looked at him, '_The only way to connect_ to_ the Path Web, is to already be _in_ it,_' she told him. Her research on the Daleks had been _very_ extensive during the war.

"Hey, you're right outside!" Oswin cheered over the comm., another voice echoing with hers from behind them though.

The Doctor put a hand over the Professor's on his arm, seeing what she had theorized in her mind, not wanting to look, not wanting it to be real.

"Come on in," they heard a raspy, metallic voice call from within.

Because only a Dalek could connect to other Daleks.

He closed his eyes a moment, squeezing the Professor's hand, before they both turned to face 'Oswin,' only to see a Dalek in the middle of the room, chained up.

"Oswin…" the Doctor began, "We have a problem."

"No, we don't," the Dalek spoke, "Don't even say that. Joined the Alaska to see the Universe, ended up stuck in a shipwreck first time out. Rescue me, chin boy, sergeant, and show me the stars!"

"Does it look real to you Oswin?" the Professor asked quietly, solemn, knowing what had happened.

She had told Martha once that the Daleks had beasts during the war, implied they were experiments, that the Human Daleks and the Pigmen in Old New York hadn't been the first to suffer under the hands of the Daleks. They were by no means the first _humans_ to be experimented on either, and they wouldn't be the last.

Poor Oswin.

"Does what look real?" the Dalek asked.

"Where you are right now," the Professor said gently, the Doctor shaking his head sadly beside her, "Does it seem real?"

"It _is_ real."

"It's a _dream_, Oswin," the Doctor told her softly, "You dreamed it for yourself because the truth was too terrible."

"…where am I?" the Dalek cried, sounding...scared, clearly the memory of Oswin was realizing what had happened, "Where am I? Where am I?!"

"Because you are a Dalek."

"I am not a Dalek. I am _not_ a Dalek! I'm human!"

"You _were_ human," the Professor sighed, "When you crashed here. It was you who climbed out of the pod. That was your ladder."

"What do you mean? Human…"

"Not anymore," the Doctor cut in, "Because you're right. You're a genius."

"The Daleks _need_ genius," the Professor added, "They always need geniuses."

"They didn't just make you a puppet."

"They did a full conversion."

"Oswin, we are _so_ sorry, but…you are a Dalek."

"The milk, Oswin. The milk and the eggs for the soufflés. Where did it all come from?"

"Eggs…" the Dalek spoke, as softly as a Dalek could.

"It wasn't real. It was _never_ real."

"Eggs. Stir. Min. Ate."

"Oswin…" the Doctor's eyes widened in alarm.

"Eggs. Stir. Min. Ate. Exterminate."

"Oswin. No, no, no, Oswin. Oswin!"

The Dalek started to strain forward against its chains, "Exterminate!"

"Listen…Oswin, you don't have to do this!"

"Exterminate! Exterminate!"

"Oswin!" the Professor tried, "You can beat your programming! Trust me, I know. You can _beat _them!"

A moment later the Dalek stopped suddenly…and they could hear it crying metallically.

"Why do they hate you so much?" the Dalek asked them, "They _hate_ you, so much. Why?"

"We fought them many, _many_ times," the Professor whispered, "Destroyed them at times as well."

"We have grown stronger in fear of you," it informed them.

"We know," the Doctor sighed, "We tried to stop."

"…then run," the Dalek said after a moment.

The Doctor looked at it, shocked, "What did you say?"

"I've taken down the force field. The Daleks above have begun their attack. Run!"

"Oswin…" the Professor began, eyeing the Dalek, "Are you…"

"I am Oswin Oswald. I fought the Daleks and _I am Human_! Remember me."

"Thank you," the Doctor smiled.

"Run! Run you clever boy, you brilliant girl, and remember!"

The Doctor took the Professor's hand and pulled her out of the room, leading her through the corridors as the bombardment against the planet started.

"Right, go!" the Doctor shouted as they burst back into the teleport room, "Let's go. We're good," he ran to the teleport, sonicing its base, "Let's go…"

"Doctor," the Professor called and he looked up to see her gesturing at Amy and Rory, who were already standing on the teleport, kissing, oblivious to the room sparking and crumbling around them.

"Oh, for God's sake," the Doctor moaned as the couple continued on with no indication that they would stop or that Rory would hit the controls.

The Professor blinked and looked at the Doctor as he took the control unit from Rory, "Is this how they feel when we flirt in the face of danger?"

The Doctor sighed, sonicing the controls, "Probably."

She nodded, "I think we should apologize to them."

He smiled up at her, holding out a hand to help her onto the teleport with him, "Not right now dear."

He hit the button just as the room exploded, the planet blasting apart…

~8~

"Incoming teleport from Asylum planet!" the Time Lords heard the mutant Dalek cry from the other side of the TARDIS doors.

The Doctor and Professor grinned at each other from within, Amy and Rory still kissing, not even noticing they'd been teleported, and they ran to the door.

"We are under attack!"

"Prepare to defend!" the white Dalek ordered, "Defend. Defend!"

"Explain, Dalek Supreme…"

"You know," the Doctor called through the door, "You guys should_ really_ have seen this coming. The thing about me and teleports, I've got a really good aim, for once a better shot than my beautiful Bonded," he grinned at the Professor who smiled at him, it really _was_ one of the few areas where he was a better shot, "Pin-point accurate, in fact. Or, to put it another way…" he threw open the doors and they stepped out of the TARDIS, "Suckers!"

"Identify yourself!" a Dalek cried, "Identify. Identify."

"It's us," the Doctor smirked, "You know us. The Doctor and Professor. The Oncoming Storm and the Predator."

"Titles are not meaningful in this context," Darla stared at them blankly, "Doctor who? Professor of what?"

"Doctor who?" the mutant Dalek asked.

"Doctor who?" the others chanted.

The Professor laughed, "Oh, Oswin. Oh, you did it to all of them."

The Doctor grinned, "Beautiful!"

"Doctor who? Doctor who?"

"Fellas," he laughed, "You're never going to stop asking."

He shut the doors to the TARDIS and they ran to the console, dematerializing as the Daleks continued to call, "Doctor who?!"

The Ponds still oblivious.

~8~

The Doctor and Professor waved at the Ponds as they dropped them off before their home, both humans seeming in better spirits, clearly having reconciled, before stepping into the box and getting her into the Vortex, "Doctor…" the Professor began, watching him at the controls a moment.

"Yes dear?" he looked up.

She took a breath, walking around the console to his side, "There's something I need to tell you."

He smiled softly at her, "I know."

"No," she shook her head, "I…" she swallowed hard, God this was difficult.

"No," the Doctor cut in gently, taking her hand, "Kata…I _know_."

She looked up at him, wide eyed, "You know about…" she still couldn't bring herself to say it.

He nodded, "I saw the scans."

"You didn't say anything."

"Because I _know_ you," he smiled at her, cupping her cheek, stroking it with his thumb, "You won't talk about _anything_ until you're ready, till you've come to terms with it yourself first. It's why it took you decades to tell me about your sorry excuse for a father."

She blinked, tears in her eyes at how understanding he was. Scores of other men might have seen the scans and demanded answers, or gone right to their wives and tried to talk about it when it was still too fresh a wound, or ignored it completely even when brought up.

Not her Theta.

"Thank you," she whispered, a tear falling from her eye.

He wiped it away instantly, kissing her cheek to rid her face of its memory, "I would wait forever for you Kata," he told her, promise in his voice, "My patience, my love, for you is unending."

She let out a little laugh, feeling lighter of hearts, she'd been terrified of causing him pain by telling him about what happened, about how close they had both come to a child and how they had lost that chance for a reason she didn't even know. And, while she could still see it in his eyes, the pain of losing a child, they had both had time to accept what had happened.

"Rory was right wasn't he?" she asked, leaning in to rest her forehead to his.

"About what?"

"We _are_ perfect," she smiled, "Perfect for each other."

He laughed as well, "Well then," he pulled her closer, kissing her gently, resting his forehead on hers too, "Let's go make some perfect babies," he whispered in her ear.

She leaned forward and kissed him again before taking his hand and pulling him towards the corridor, Amy was right, there was still a chance, and with the Doctor, how could she not take it?

A/N: Awww...so sad for the Professor and Doctor :( First with the being split up then with what happened...I do seem to love torturing the characters don't I? Especially with episodes like this, and A Town Called Mercy, and...well, quite a few others :) I hope you enjoyed this! I know there wasn't a ton of Keta fluff/flirt/suggestiveness here, but they were suffering from quite a shock so...yeah :) It'll get SO much better as we go on though :)

Two tiny surprises...this series will see the return of Jenny! The Doctor's Daughter (not Vastra's Jenny) won't say when though :) And...how would you feel about the Professor FINALLY getting...a kitten? Lol ;) A very special kitten :)

And can I just say, I was speechless when I saw the reviews for the first chapter! I seriously wasn't expecting it because I figured, it was just Pond Life and it would be just a fun way to kick off. But 20 reviews! OMG! That is _the most_ reviews I have _ever_ gotten in _this_ series for the _first_ chapter! Oh, now I'm just hoping I can deliver on the excitement you're all feeling :) I'll try my best!

In other news, the final episode, NO spoilers, but...OMG! I freaked out and nearly fell off my chair at how much I was freaking out. I CANNOT wait to get to it for Evy and the Professor :) I can say that quite a few things I was hoping would happen in this series did, some didn't, but most did, which works perfectly for my stories! Now I have to wait till the 50th to see what other twists the show will throw at me that I have to somehow work out or end up rewriting parts of the story...-sigh- curse you Moffat! Lol :)


	3. Dinosaurs on a Spaceship

Dinosaurs on a Spaceship

The Doctor hurried to the TARDIS, trying to get inside, safe and hidden away before two things happened. The first being that the woman who was following him caught up to him, and the second being that the Professor returned back to the TARDIS _as_ the woman caught up with him…and killed her.

He should have known that travelling to Egypt, circa 1334 BC was a very _bad_ idea. Nefertiti, Cleopatra, and Hatshepsut were insane! Every time he and the Professor visited them, the women fawned all over him…which really irritated the Professor…last time she'd even tried to sneak a viper into Cleo's bed earlier than established events, _that's_ how bad it was. Normally he would love the jealousy, the possessiveness that she exuded whenever the women were involved. But he understood how she felt, he felt it when other men threw themselves at her. He hated it. And he knew that they were both too far gone about each other that having such women or men after them made the other contemplate homicide…which was not a very nice thing.

"Bye then!" he shouted over his shoulder, trying desperately to get the key in the lock of the police telephone box, "Lovely meeting you. Sorry about the mess."

Unfortunately he wasn't quick enough as the Egyptian Queen pulled him back, turned him around, and pressed him against the TARDIS doors, "You think I'll let you leave without me," she spoke seductively, rubbing her hands along his chest, making him squirm uncomfortably, "After what we've just been through?" and moved her hand to his face, letting her fingers run through his hair.

"You've got the Egyptian people to rule, Queen Nefertiti," he said, trying to phase through the door of the TARDIS while also pushing her hands off him, "And I've got a wife!" his voice started to get higher as she kept trying to touch him, he really didn't like that, "Your people will need reassuring after that weapon-bearing, giant, alien locust attack the Professor and I just stopped, rather brilliantly…" and then he caught sight of something over Nefertiti's shoulder and started to grin, "And speaking of the Professor…"

Nefertiti paused, hearing an odd whirring behind her. She looked over her shoulder to see the Professor standing behind her, her magic weapon blinking and aimed at her head.

"Hands off my husband," the Professor smirked at the woman, her blaster all fixed from crashing on the Dalek Asylum and ready to be used again.

Nefertiti's eyes narrowed, "Such insolence," she nearly sneered at the woman, "A Queen takes what she wants!" she turned back to the Doctor leaning in…

When she was suddenly pulled back by the cloak of her dress.

She stumbled, looking up, glaring at the Professor, when she saw that her glare would be rather useless as the Professor wasn't even looking at her anymore, but rather proceeding to snog the Doctor senseless up against the doors of the TARDIS.

The Professor pulled away, laughing when she saw the dazed look on the Doctor's face.

"Still got it," she murmured to herself before giving him one more peck for good measure, the Doctor leaning forward to continue it, mid-daze, when something that sounded like an old-time car horn sounded, making him jump.

"Sorry," he cleared his throat, glancing at Nefertiti and blushing at having gotten so caught up in the moment as to forget the woman was even there. But, then again, that _did_ happen often when the Professor was there.

"You just had to change the setting didn't you?" the Professor asked, pulling the psychic paper out of his pocket, "What was wrong with the other alert noise?"

He gave her a look, "'The Birdie Song?'" she just stared back, "Seriously?"

"I happen to love that dance," she remarked. It was probably because it was as ridiculous a dance as she could get without actually feeling ridiculous…like when the Doctor danced.

'_Oi!_' he cried, hearing that in her mind, '_I do not look ridiculous!_'

'_How many times have I tried to teach you more than a waltz?_' she asked him, '_And how many times have I actually FAILED? Face it love, you're hopeless._'

He pouted a moment but then smiled, reaching out a sudden hand to pull her to him, '_But you, dear, are perfect._'

He pulled her even closer and began to sway to some song or another, humming it softly in her ear before dipping her quickly, making her squeal and laugh as he pulled her back up, "What do you know?" he grinned, kissing her, "I've still got it too."

"Got what?"

"I can still surprise you. Nearly 1200 years and counting."

"You _are_ a surprise," she laughed, nudging him as he turned her in his arms to wrap his arms around her waist, holding her back to his front. He rested his chin on her shoulder as he looked over it to see her open the psychic paper.

"Oh, that's interesting," he grinned.

"What is?" Nefertiti asked.

They looked over, a bit bashful, they'd forgotten she was there…again…

"Nothing," the Professor said quickly, knowing that if Nefertiti got curious she would force her way onto an adventure, and that was the _last_ thing she wanted.

"Oh!" the Doctor grinned, taking the psychic paper, and turning to unlock the doors of the TARDIS, "Never been there, exciting!"

The Professor just shook her head, leave it to the Doctor to get excited and make others as well. She looked over as Nefertiti pushed them into the TARDIS.

~8~

The Doctor and Professor stood in a military headquarters in 2367 with a team of Indian workers around them, looking at a large spaceship that resembled a suction cup ball heading towards the Earth.

"Craft size approximately ten million square kilometers," an Indian woman, Indira, told them.

"A ship the size of Canada, coming at Earth very fast," the Doctor muttered.

"Any signs of life?" the Professor glanced at Indira.

"We sent up a drone craft, it took these readings," she replied.

The Doctor bent over to read the screen, his eyes wide, "Crikey Charlie, look at that! Ooh," he turned to the Professor who was grinning.

"And we know _just_ the people who'd love a look," she beamed.

"And the Ponds!" he agreed, walking around the screen.

The Professor just laughed, "No, we mustn't forget the Ponds," even though she'd been talking about them.

He looked at her through the screen, "Haven't seen them in ages," before coming around it to glance at Nefertiti who was just staring at the technology in awe, "I'm riffing, people usually stop me when I'm riffing, or carry on without me."

"Can you communicate with this craft?" Nefertiti asked them.

"She's with…" the Doctor began.

"Choose your words carefully Doctor," the Professor cut in.

"Us," he winked at her, before turning to Indira, "Good question, Neffy."

"No," Indira replied, "No response on any channel in any recognized language. If it comes within 10,000 kilometers of Earth, we send up missiles."

The Doctor's expression fell, "Oh, Indira, I liked you before you said missiles. How long till the ship gets that close?"

"Six hours, nineteen minutes," the Professor answered as Indira opened her mouth. She glanced over at the woman, staring at her, impressed, "At a guess, judging by the size, velocity, and distance."

"Which is typically more right than the humans guessing," the Doctor nodded, "Right, better get a shift on then! Leave it with us. Come on then, Neffy! We're going to need help."

The Doctor took the Professor's hand, pulling her along, leaving a huffing Nefertiti to follow them back to the TARDIS, rather irritated that she kept being ignored by the Doctor.

~8~

"More stew?" the Doctor asked as he and the Professor wandered over to a gamesman sitting by a fire in the middle of the African Plains in 1902.

"Where have you two been?" the man exclaimed, eating said stew, "Seven months! You," he looked at the Doctor, "Said you were just popping out for some liquorish! And you!" he pointed his spoon at the Professor, "Said you were going to make sure he actually made it to the store alive. I had two very disappointed dancers on my hands! Not that I couldn't manage."

"You would have had to handle them on your own anyway Johnny," the Professor laughed, sitting down on one side of the man, picking up his shotgun to inspect, making sure it was working properly, the last thing the man would need is his gun acting up in the middle of defending himself, "The only one who dances with the Doctor is me," she shot a smirk at the men, "And I don't just mean _dancing_ dancing."

'Johnny' looked over at the Doctor for some sort of explanation as to what she was talking about but the Time Lord just blushed terribly and cleared his throat, thankful that the man didn't know what the other dancing could be.

"Riddell, listen," he tried to steer the topic away from any forms of dancing, "We've found...well, something."

"No, no, no, no, no, no," Riddell shook his head, "I shan't fall for that again," but then he caught sight of the two of them smirking and paused, "What is it?"

"There's the spirit!" the Professor laughed, patting him on the back.

"We actually have no idea," the Doctor grinned excitedly, there wasn't much the Professor didn't know, so the chance to investigate such a ship was one he couldn't pass up, "Do you want to find out?"

Riddell grinned.

~8~

"Doctor…" the Professor called from where she was standing by the monitor of the console. When the Doctor decided to drop in on the Ponds, she always made sure to check the couple's house on the monitor before letting him. There was one time he'd dropped in when said couple had been…otherwise occupied…it hadn't been pretty. She'd heard more curses from Amy than she thought existed, and that was saying something.

Amy and Rory had forbid him from parking in their room after that.

So she always double checked that it was daylight, that they were home, and that they weren't too busy so that he could land with relatively little embarrassment or threats to his life. But it seemed they _were_ busy at the moment, working with an older man she recognized as being Rory's father from his wedding, on changing a blub of the ceiling light.

The man, Brian if she remembered correctly, she hadn't gotten the chance to really talk to him what with the Doctor distracting her with his terrible dancing and constantly pulling her into a waltz at every slow song, not that she minded, was standing on a ladder, Amy and Rory steadying it below him, checking the light…

"I think they're busy," she called.

"Not too busy for this!" he grinned, pulling a lever and materializing around the trio.

The Professor shook her head but had to grin, knowing him he wouldn't even realize Brian was there, not to mention, he'd probably forgotten who Brian was having only met him the one time oh, about 300 years ago.

"Hello!" the Doctor greeted the Ponds as he ran around the controls, "You weren't busy, were you?"

"I just told you they were," the Professor laughed, moving to help him. They had to make sure they made it into the ship in one go. There might be some sort of security system in place that might try and keep them out if it detected them after a failed attempt.

"Well, even if they were, it wasn't as interesting as this probably is," he stuck his tongue out at her through the rotor.

The Professor sighed and looked over at the trio, Amy and Rory shooting worried looks at Brian, not even noticing Nefertiti and Riddell standing on the other side of the console, "He didn't want you to miss it," she tried to warn them of the looming adventure.

"Now, just a quick hop…" the Doctor pulled a lever, setting the TARDIS down, grabbed a torch and tossed it to the Professor, "Everybody grab a torch!"

Amy and Rory quickly went to get one as the Doctor and Professor headed out.

Brian just dropped the light bulb.

~8~

Amy and Rory stepped out of the TARDIS with Nefertiti and Riddell to see the Doctor already scanning the area with his sonic while the Professor looked around closely with her torch.

The Doctor watched a spider crawl across its web, grinning, "Spiders. Don't normally get spiders in space."

The Professor just laughed, "Unless they're giant spiders you accidently released from cryogenic sleep in a space station near the asteroid belt eh?"

"That only happened once!"

Brian slowly stepped out of the TARDIS, looking around, alarmed, "What the..."

"Don't move!" the Doctor shouted, striding over to Brian.

The Professor sighed, "And so it begins," she murmured to the Ponds as she stepped over to watch the show.

"D'you really think I'm _that_ stupid I wouldn't notice?" the Doctor asked the poor, startled man, "How did you get aboard? Transmat? Who sent you?"

"Doctor…that's my dad," Rory called.

"Well, frankly, that's outrageous," the Doctor turned on Rory then, recognizing Brian as one of the 'men and women he'd danced with' at Rory's wedding.

"What?" Rory frowned.

"You think you can bring your dad along without asking? I'm not a taxi service, you know!"

"_You_ materialized around _us_!"

The Doctor looked over at the Professor as she just nodded, confirming that.

"Oh," he nodded, feeling a bit bashful, "Well, that's fine then, my mistake."

The Professor laughed and walked over to the startled, and now confused, man, "Hello, Brian, it's good to see you again," she gave him a hug, "How are you?"

"Yes, yes," the Doctor shook Brian's hand, "Nice to properly meet you. Welcome, welcome!" before spinning around, "This is the gang," he smiled at the Professor, "We've got a gang, yes! Come on then, everyone!" he took the Professor's hand and walked down the corridor.

"Tell him something, quick," the Professor heard Amy hiss at Rory before the ginger ran off after them.

"Yes, thank you!" Rory shouted after her before turning to his father.

"I'm not entirely sure what's going on," Brian admitted.

"You know when Amy and I first got married and we went travelling?"

"To Thailand."

"More the entirety of space and time. In that police box."

The Professor was cut off from listening in by a loud thudding in front of them that shook the ship. Rory and Brian ran over to the group, hearing and feeling it as well.

"Alright, where are we, and what is that noise?" Amy asked, "And hello! Ten months!"

The Doctor winced, it seemed that it had been ten months since the Asylum for the humans, well, it had been quite a few decades for the Time Lords, but they had been shooting for only two months. Oh well, that was the Doctor's piloting for them.

"Orbiting Earth," the Professor answered.

The Doctor smiled, "I'd say more like pre-crashing on a spaceship. And hello, Pond!" he turned and hugged Amy, "Ten months though?" he asked, pulling away.

"Time flies doesn't it?" the Professor moved to hug the ginger as well.

"Never really understood that phrase," the Doctor commented before realizing that Amy was staring past him at Nefertiti and Riddell, "This is Neffy, this is Riddell. They're with…_us_," he smirked at the Professor who rolled her eyes.

"With you?" Amy eyed them, "They're with you, are they the new us? Is _that_ why we haven't seen you?"

"No, no Amy," the Professor reassured her.

"They're just _people_," the Doctor agreed, "They're not _Ponds_! I thought we might need a gang, not really had a gang before, it's new."

Suddenly they heard a grinding of gears as a lift before them moved to their level.

"It's coming down," the Professor smiled, excited, she couldn't wait to find out what was in this ship.

The Doctor grinned as well, squeezing her hand, feeling her excitement, he loved that about her. She was so like him, ready to get out there, explore space and time, so excited and thrilled for each and every adventure, a feeling they both cherished.

She was truly back.

"What is it?" Riddell asked.

"No idea," the Doctor nearly fidgeted with excitement.

The Professor paused, tilting her head to listen better, hearing faint growls, "It sounds like..."

The lift doors opened, a bright light within nearly blinding them a moment, when they heard a roaring and two very large shadows appeared in the light.

"Not possible!" Brian exclaimed.

"I _knew_ it!" the Professor cheered, "Dinosaurs!"

"Run!" the Doctor called to the humans, who quickly ran off. Amy, though, stopped when she realized neither the Doctor nor the Professor had moved.

"Doctor!" she shouted, "Professor!"

"I know," the Professor breathed to the Doctor, both of them smiling widely at their discovery.

"Dinosaurs!" he laughed, "On a spaceship!"

"Ankylosaurus," the Professor identified as the dinosaurs started to roar, stepping out of the lift.

"Doctor!" Amy called again, "Professor!"

"We should run now," the Doctor agreed, tugging the Professor away from the creatures.

They caught up with the humans relatively quickly, all of them rushing down the corridor, Nefertiti, Brian, and Rory in the front with Riddell covering them with his gun.

"In here!" Nefertiti called, seeing a small open area too narrow for the dinosaurs to fit in.

They ducked in, the Doctor sliding to a stop, turning and catching the Professor before she crashed into him. He gave her a quick peck before putting his finger on his lips, indicating that the other should keep silent. They listened as the dinosaurs roared and thudded, stomping down the corridor towards them. They peered out of the niche just enough to see the two beasts almost parallel with their hiding spot.

Riddell pulled out a large knife, "I could take one of them," he whispered to them.

The Professor had to smirk, "Only one?"

He narrowed his eyes at her, knowing full well that she could take both dinosaurs easily, but that she _never _would, not unless they were attacking the Doctor. He'd learned that on his hunting trips with the two. While the Professor was an excellent marksman, er, markswoman, besting even him, though he was loathe to admit it, she wouldn't shoot to kill unless the situation called for it and _only_ then. In fact, he'd only ever seen her kill one animal, a lion that had been about to pounce on the Doctor. If such an animal had come after her, as some had, she would have just grazed it expertly so it would run away but with the Doctor she took no chances.

"Short blow," he continued, ignoring her, "Up into the throat."

"Or not," the Doctor whispered.

The Professor nodded, "We've just found _dinosaurs_, in space. We need to preserve them. Not hunt them Johnny."

"And who's going to preserve _us_?" Riddell hissed back.

"Hello!" the Professor grinned, giving him a little wave.

Amy shushed them, all of them keeping quiet as the dinosaurs continued past them, swinging their tails and knocking masonry off the walls.

They slowly crept back out into the corridor after them, watching them go.

"Ok, so, how?" Rory asked the aliens, "And whose ship?"

"There's _so_ much to discover," the Professor beamed, she LOVED learning new things. Finding out how an extinct species was able to survive to the present/future date would be incredible!

"Think how much wiser we'll be by the end of all this," the Doctor agreed, before smiling softly at the Professor, "Not that you need it dear, you're the wisest person I know."

"Aww, thanks love," she smiled, giving him a quick kiss on the cheek.

"Sorry," Brian cut in, shaking his head, "Sorry. Are you saying dinosaurs are flying a spaceship?"

"Brian, please!" the Doctor scoffed, "That would be ridiculous."

The Professor nodded, "And besides, the setup of this ship is all wrong for them to be the pilots, it would have needed quite a few modifications to make that work. No, they're probably just passengers."

"Did we mention missiles?" the Doctor turned to the humans suddenly, the thought dawning on him that they may have forgotten to mention that.

"Missiles?!" Brian gaped.

Rory and the Doctor motioned for him to keep quiet, "We didn't want to worry you," the Professor added, still looking around at the design, trying to guess the owners based on architecture.

"Anyway, six hours is a lifetime..." the Doctor nodded, before considering his words, "Not literally a lifetime, that's what we're trying to avoid. And we're all really clever! Especially the Professor."

She turned to him, taking his hand, "Well then, let's see what we can find out. Come on!" and tugged him off.

~8~

As they wandered down the many hallways of the ship, the Doctor drifted over to Rory and Brian, talking to them as the Professor moved over to Amy's side, "So," she began, eyeing the ginger, "How is everything with you and Rory?"

Amy smiled, knowing what the Professor was really asking, "Fine," she promised, "We've um, we've talked about it. We've tried IVF," she sighed, "But it hasn't taken. So…we're talking about adoption now."

"I'm sorry the IVF didn't work," the Professor reached out and squeezed the girl's hand, "But you've still got your options, so I'm glad that you're thinking about giving a little girl or boy a good home and the greatest parents they could_ ever _have."

Amy smiled widely at that, she still hated the fact that she couldn't give Rory a child of her own, but she knew the Professor was right, she and Rory would be amazing parents, they just needed the chance to prove it, "And what about you and the Doctor?"

"Still trying," she nodded, "But um…" she smirked, "Having _a lot_ of fun trying."

Amy laughed at that, shaking her head as they wandered into a room filled with plants, vines, and all manner of flora. It reminded the Professor quite a bit of the Source on Messaline, bursting with life…except here there were also spider webs growing around a bank of equipment. She walked over and wiped the web off the screen, flicking her hand to get the webbing off.

"How many dinosaurs do you think are on here?" Amy asked them.

The Doctor flashed the sonic across the computer and the screen sprang to life. He and the Professor stepped up, looking at it, Rory on the Professor's left, Brian on the Doctor's right, while Amy, Riddell, and Nefertiti stood behind them.

"Oh, well done, whoever you are," the Doctor murmured at the technology before him.

"Just looking for engines..." the Professor muttered, frowning as the screen changed to the engine schematics, "Oh! Thanks!" her eyes narrowed in intrigue as she saw the setup, "Look at that, different sections have different engines, but these…" she pointed to one section, "Look like the primary clusters."

"Where are we now, computer?" the Doctor asked it, "We need to get down to these engines..." he reached out to touch the screen…

~8~

And suddenly he, Rory, Brian, and the Professor were teleported away, reappearing on a beach, "...and find out how..." he continued, nearly not noticing they'd been teleported till the end.

"What?!" Rory gasped as they looked around at the beach. They were standing on the sand, a rocky cliff-like area behind them, rocks scattered about, with an ocean, and even an overcast sky.

"We're outside," Brian breathed, "We're on a beach."

"Teleport!" the Professor laughed.

"Oh, I hate teleports," the Doctor grumbled.

"Only the ones you accidently set off," the Professor reminded him.

He sighed, "Must have activated on my voice."

"Ah, yes, well, thank you, Arthur C. Clarke!" Brian glared at him, "Teleport, obviously, I mean, we're on a spaceship, with dinosaurs, why _wouldn't_ there be a teleport? In fact why don't we just teleport now?!"

And with that, he stormed off.

The Professor blinked and turned to Rory, "Is he alright?"

"He hates travelling," Rory told them, "Makes him anxious. He only goes to the paper shop and golf."

"What did you bring him for?" the Doctor exclaimed.

"I didn't!" Rory defended, "Why can't you just phone ahead, like any normal person?"

"Where's the fun in that?" the Professor joked, nudging Rory playfully in the side.

"Can somebody tell me where we are, now?" Brian asked as he walked back over, slightly more calm.

The Doctor stuck out his tongue, "Well, it's not Earth. Doesn't taste right, too metallic."

The Professor closed her eyes, breathing deep as she concentrated, listening for clues, sensing their spot in space and time, "We're still on the ship," she remarked, opening her eyes, "Down a few levels though."

Suddenly what looked like a large bird flew overhead, screeching.

"Is that a kestrel?" Brian asked hesitantly.

"I _do_ hope so," the Doctor remarked.

"Pterodactyls," the Professor observed, "You can tell by the wingspan and the elongation of the head…"

"You can see that far out?" Brian looked at her, shocked.

"Her eyes are better than anyone's," the Doctor smiled at her softly, reaching out to wind an arm around her waist, gently tugging her closer to kiss her temple.

She smiled at the words, just what he'd told Martha when they'd gone to see Shakespeare.

"The beach is humming," Rory commented.

They looked over to see him crouching down, his hand resting on the sand.

"Is it?" the Doctor asked, crouching to touch the sand as well.

"Yep," the Professor nodded, not needing to feel the ground with her hand to tell, she could feel it in her body.

"Right," the Doctor nodded, looking at Rory and Brian, "Well, don't just stand there, you two, dig!" he stood, brushing his hands, "We're going to look at rocks. Love a rock," he tugged the Professor on, towards the cliffside.

"Dig with what?" Rory called over to them.

The Doctor held up his hands, not having an answer, and kept walking.

"Ah!" Brian exclaimed, pulling a collapsible trowel from his pocket, "Well!" before he started digging.

"Did you just have that on you?" Rory eyed his father.

"Of course! What sort of a man doesn't carry a trowel? Put it on your Christmas list."

Rory rolled his eyes and squatted down, "Dad, I'm 31. I don't have a Christmas list anymore."

"I do!" the Doctor shouted, holding out both arms, excited.

The Professor laughed, "Only you," she remarked.

He turned to her, "Oi! You've got one too you know, I've seen it," he gave a sly smirk and whipped a paper out of his pocket, "Ta da!"

The Professor eyed it, it really_ was _her Christmas list, before grinning mischievously and walking towards the Doctor. She stopped a foot before him, holding his gaze as she slowly reached into the top of her shirt and pulled _his_ list out.

His eyes widened, following her movements, before he swallowed hard, "Y…you…"

"Ta da," she mimicked.

He blinked, "You…had…"

"How else would I know what to get you for Christmas," she smiled.

"You had that…" he continued, trying to string together an actual sentence, completely flustered with where his list had been hidden.

"Near my hearts," she told him, moving to put the list back.

He reached out and snatched her wrist gently, stopping her, stepping closer till he was nearly pressed against her. He held her gaze as he, himself, put his list back where it had been, his hand just grazing against the swell of her chest. Her breath hitched, holding his gaze even as he leaned forward and kissed her deeply.

Brian frowned, watching them get lost in the moment as a…thingy…screeched above them. They were on a spaceship, surrounded by dinosaurs, that was about to crash into the Earth or be fired at by missiles…and the two were_ kissing_?

"Yeah," Rory muttered, seeing his father's incredulous look, "They do this a lot."

Brian shook his head and got back to digging, only for his trowel to bang against metal moments later, "There's a floor under this beach!" he exclaimed.

"Professor!" Rory called, turning to the Time Lords…who ignored him in favor of continuing to kiss, "Doctor!" still nothing. He sighed, running over to them, "Professor! Doctor!" he tapped them on the shoulder, but they still didn't break apart. He looked up at the sky, shaking his head, before shouting, "Daleks!" and ducking as the Professor quickly turned and fired her blaster.

She blinked and looked around, not seeing any Daleks but Rory coming up from a duck, "Rory!" she huffed, "How many times have I told you not to do that?!"

"Sorry," he grumbled, "But you two don't really give me a lot of options."

The Professor just shook her head at him, moving to put her blaster away, when she saw Brian staring at her, his mouth open, eyes wide, "Sorry!" she called to the man, holding up her blaster, "He's fine! It was set for stun anyway!"

"What's that?" the Doctor shouted before another word could get spoken. He pulled the Professor off towards the rocks, having spotted something when he too looked around for their most deadly enemy. He beamed, spying a computer set into the rock, "Perfect!" he exclaimed, pushing random buttons till a reading of the engines came up, "See! Metal floor, screens in rocks."

"I _told_ you," the Professor nodded, seeing their location, "It was just a short-range teleport. We _are_ still on the ship."

"No," Brian shook his head, coming closer, though keeping nearer to Rory than the gun-wielding, trigger-happy woman, "We're outside, on a beach."

"No, it's part of the ship, dad," Rory nodded, pointing to something on the screen.

"Don't be ridiculous."

"Well, it _is_ quite ridiculous," the Doctor agreed, "Also brilliant."

"That's why the system teleported us here," the Professor added, "He wanted the engines," she nudged the Doctor.

He looked around, throwing his arms out, "_This_ is the engine room!"

"The ocean. Hydro-generators."

"I have literally no idea what they're saying," Brian commented to Rory.

"A spaceship powered by waves," Rory explained simply.

The Doctor stepped closer, putting an arm around Brian and Rory's shoulders, "Fabulously impossible! Oh, think of the things we could learn from this ship!"

"If we manage to stop it being blown to pieces," the Professor added lightly, not seeming at all worried about it.

"Exactly!" the Doctor cheered.

"Plus, not dying," Rory continued.

"Don't worry Rory," the Professor smiled reassuringly, "I've had centuries of experience keeping this one alive," she nodded at the Doctor, "And if I can keep him safe, you humans should be easy."

"Bad news is," the Doctor cut in, "We can't shut the wave systems down in time. Takes..." he glanced around, looking up, "Takes way too long."

The Professor laughed, "To shut down an ocean-based engine system safely, without damaging the ecosystem or harming anything on the ship…that'll be about twelve hours, even with the Doctor and I on it, more time than we have."

"If these are the engines," Rory murmured, staring at the screen, "There must be a control room."

"Exactly," the Doctor grinned, that was all they needed to do, find the control room and set the ship away from Earth, "That's what we need to find," he lowered his voice to a whisper, "Now, what do we do about the things that aren't kestrels?"

"Pterodactyls," the Professor reminded him.

"Yes," he continued to whisper, removing his arms from the men and stepping to her side, "But far less frightening for humans to call them Not-Kestrels instead."

"Ah," she nodded, seeing that Brian was staring at the large flying creatures in fear, he clearly thought she'd been joking before.

"Oh, my Lord," the man breathed.

"On any other occasion, I'd be thrilled," the Doctor remarked as the pterodactyls flew closer, heading right for them, "Exposed on a beach, less than thrilled."

"We should probably head out now," the Professor agreed, reaching out to grab Rory's hand while the Doctor pulled Brian after them.

They ran along the beach to the cliff-face.

"Where?" Brian called as the pterodactyls started to screech.

"Definitely away from them!" the Doctor shouted.

"_That's_ the plan?!" Rory called.

"That's the _thing_!" the Professor laughed.

"Amendments welcome!" the Doctor told the Professor.

"I think they might be noticing us!" Rory yelled.

"Amended thing," the Professor pulled Rory on, "Run faster!"

"Can't we just teleport or something?" Rory asked, letting go of the Professor to run in his own power.

"No, local teleports burn out on arrival."

"There's an opening in the cliffs over there!" the Doctor pointed.

"Come on, run!" Rory turned to his father who was lagging.

"I'm trying!" Brian called.

"Down!" the Professor shouted at Rory as she saw pterodactyls swooping for him.

Rory dropped down as she fired two quick shots at the flying creatures. They screeched and pulled up. She hadn't wanted to harm them, even with a blaster set to stun, so she'd tried avoiding having to fire at them, but she would _not _stand for anything attacking one of her Companions.

Rory pushed himself back up as they all ran into a small opening, leading to a cave in the cliff. He turned, falling against the wall, heaving.

"Are you alright?" Brian asked, putting a hand on his son's back, checking him.

"Yeah, I'm fine," Rory told his father, turning to rest his back on the wall, "The Professor had my back."

Brian glanced at the woman who simply grinned, mock blowing against the tip of her blaster, and putting it in its holster. He eyed her a moment before nodding his thanks to her. She nodded in return.

"What do we do now?" Rory asked the Time Lords, "There's no way back out there."

"Through the cave, of course," the Professor grinned, taking the Doctor's hand, "Come on."

He grinned, rushing past her to pull her on, eager to see where the cave would lead. But they stopped, hearing a loud thudding, "That suggestion seems to be a work in progress," he told her.

"We're trapped!" Brian gasped.

"Yes, thanks for spelling it out."

"Doctor, whatever's down there is coming this way," Rory added.

"Spelling it out is hereditary," he grumbled to the Professor, "Wonderful!"

She just gave him a smile, "Just imagine what else might be hereditary."

He smiled at her as well, knowing what she was talking about.

Their child.

They were still trying, still hoping it would happen. They were not about to give up, not at all. They rather enjoyed all their trying, but there were moments after they'd finished 'trying' where they would wonder about the future, what their child might look like in the future. What he or she might be like. He couldn't express how much he wanted a little girl, who was just like the Professor.

When he had been United with Mayra, when she'd told him she was pregnant, he'd prayed to every Gallifreyan deity he could think of, and even deities of other star systems, that the child would be a girl. Because, if it was, he could have a little girl in his life, who was related to the Professor, who he could raise to be just as brilliant as she was. He loved his son, he did, but he'd learned early on that the boy would_ never_ be like the Professor, he was barely like _him _either.

He honestly had no idea where the boy had come from. Had the child not looked so much like him, he might have thought his son wasn't even his. But no, his son had looked _exactly _like he had as a child, there was no denying who the father was. There was no denying who the mother was either as his son was exactly like Marya, selfish, shallow, arrogant, basically spoiled. He lamented that. He felt terrible because…he blamed himself for how his son turned out. He hadn't exactly been thrilled to find out he was expecting a child with Mayra. His life with her had just been one disappointment after another. He wanted the Professor, but ended up with her cousin, he wanted a girl, but had a son, he wanted a family who would love and support him, but was left with only a granddaughter that had any sort of interest in anything he had to say. He hadn't been there, not emotionally or even really mentally, seeing his son grow up so much like Mayra…he couldn't do it. He'd distanced himself from them as the boy grew, so really, it was his fault.

He didn't regret his son, but he'd wished for so much more.

He'd wanted a little Professor.

The Professor, on the other hand, was adamant that their first born be a boy. As it turned out, as much as he had wanted a daughter, she wanted a son, a little him. A little clever, caring, curious boy who would run everywhere and get into all sorts of trouble at every turn.

He laughed to himself, she had actually looked up old wives tales from every culture that were supposed to help towards having a boy when trying for a child. He had to admit, some of them were rather ridiculous, like the Judoon belief that eating the bark of a tree that had been scratched by a male rhinoceros, would increase the chances of having a boy. But then again, some of them, like different ways to 'be together' that should ensure a boy were quite fun…

He glanced at the Professor to see her smirking at him, an eyebrow raised, and started to blush. She'd caught him remembering the last thing they had tried.

"That sound's getting nearer!" Brian exclaimed, pulling the Doctor from his thoughts.

He and the Professor started to back the men up, the Doctor keeping his hand firmly on the Professor's arm, keeping her from pulling her blaster as two large, yellow, robots appeared around the corner. If they saw her blaster out, they might see her as a threat and fire.

"We're very cross with you!" one of the robots pointed at them, its voice high and squeaky.

"Come with us," the second robot gestured with its weapon for them to move out.

The Time Lords glanced at each other before shrugging, they hadn't been attacked outright, so that was a sign that they were needed alive somewhere. They stepped forward, past the robots, Rory and Brian following warily after them.

"You're going straight on the naughty step!" the first robot spoke as they followed the humans down a corridor.

"What's the escape plan?" Brian hissed to the aliens out of the side of his mouth.

"Why would we want to escape?" the Professor laughed.

"They have us hostage!" Brian spelled it out for her.

"They're taking us somewhere," Rory cut in, "We might learn from it."

The Time Lords grinned.

"Oh, you see?" the Doctor pinched Rory's cheeks, "So clever. I missed you, Rory!"

The Professor wiped an imaginary tear from her eye, "Our little boy is growing up so fast," she mock cried to the Doctor who laughed and moved to put an arm around her waist.

"Don't do that," Rory groaned to the both of them, for the cheek pinching and the joke.

"What if they kill us?" Brian worried.

"They wouldn't do that!" the Doctor replied.

"And even if they tried," the Professor laughed, "They'd have to get past me first and I haven't let anything happen to Rory yet, have I?" she asked the man.

He shook his head.

But just for good measure, the Doctor turned and tapped the first robot on the chest, "You're not going to kill us, are you Rusty?"

"Who are you calling Rusty?!" it asked, offended.

The Professor eyed it, "Have you _seen_ yourself?"

"You try being on this ship for two millennia, see how YOUR paintwork does!"

She shrugged, "I've got about 800 years to go, I'll get back to you on that."

"Don't listen to him," the second robot turned to the first, "They're just being mean 'cos we captured them."

The Doctor and Professor started sniggering silently as the robots continued to argue.

"What's so funny?" Brian frowned at them, not seeing how them being captured was so funny.

The Professor looked at him, "They think they _captured_ us!"

"They _did_," Brian reminded them.

The Doctor grinned, "Because we _let_ them."

Brian opened his mouth to comment on that, when something past the Doctor's shoulder caught his gaze. His mouth dropped open in amazement, "Oh, my goodness..."

Rory turned around, his eyes widening, "Whoa."

There, slowly ambling towards them, was a dinosaur.

"Oh," the Professor cooed, "Triceratops! I _love _triceratops."

The Doctor shot her a smirk, "Put it on your Christmas list."

She whacked him playfully on the chest, "YOU have my Christmas list."

"Um…dinosaur…deadly…" Brian stuttered, staring at the triceratops as it came closer.

"Don't worry Brian," the Professor reassured him, "It's a herbivore."

"Yes, don't panic," the Doctor agreed, "Triceratops. Ha! Beautiful," he bent over and reached out to pet the dinosaur.

"Shall I shoot it?" the first robot asked.

"We're not supposed to shoot the creatures, stupid!" the second countered.

"Stop calling me stupid!"

And they were back to arguing.

"'Rargh' yourself!" the Doctor laughed as the triceratops roared, both he and the Professor petting it, "Hello, cutie-pie. Who's a lovely Tricey then, eh?" he stroked its snout, "Yes, you are. Yes, you are."

The Professor leaned over, "Adorable," she smiled, "You know," she looked at the Doctor, "We should really get a pet."

He nodded absently, "No cats."

She huffed playfully at that. Him and his dislike of cats, "It was a _kitten_!" she defended.

"It was a _nightmare_!" the Doctor countered, straightening up.

The dinosaur moved closer, sniffing at Brian who stiffened and looked at the Time Lords for help, "What do I do?! What do I do?!" the dinosaur moved closer to the man's pants, "What's it doing?!"

"You don't have any vegetable matter in your trousers, do you Brian?" the Professor asked him, it was the only explanation.

"Only my balls."

Rory covered his eyes with his hand at that.

"I'm sorry?" the Doctor let out a little laugh.

"Golf balls," he replied, pulling two out of his pocket.

"Grassy residue," the Professor nodded, reaching out to take one from him, the triceratops following her movements, smelling the grass.

"What're you carrying those around for?" Rory asked his father.

The triceratops turned back to Brian, licking the man's face, as though to say thank you for having the grassy golf balls with him, leaving a trail of slimy saliva, "Urgh! Eurgh! Argh!"

"Aww," the Doctor smiled, "Bless."

"Get it away from me!" Brian cried.

"Aww but it likes you," the Professor laughed.

"Get it _away_!"

She sighed but tossed the golf ball in her hand down the corridor, the triceratops running after it.

"And breathe out," the Doctor patted Brian on the back before turning to the robots, "Right! Take us to your leader."

"Really?" Rory gave him a look.

"Too good to resist," he grinned.

"He _loves_ saying it Rory," she told the man, "To robot angels, to UNIT..."

The Doctor just clapped his hands, excited for what might be coming next as they followed the robots down the hall.

~8~

The quartet was escorted to another ship that had attached itself to the main vessel, a large gate barring the entrance to it. The Doctor leaned forward and peered through into the room beyond, "Love what you've done with the place down here," he called.

"What do you need us for?" the Professor asked, spotting a figure within the room, lying down in a dark corner.

"Let _him_ in," the man called, "Open the gate."

One of the robots pushed a button and the gate slid up, the second robot motioning for the Doctor to head in. The Time Lords exchanged tense glances, neither of them comfortable with being separated, even for a moment, centuries of just having each other on their adventures had certainly done a number to them. When they had left Amy and Rory back on Earth after dealing with the space-prison-hotel, they had tried to keep the humans on Earth, popping in every now and then, especially when an extraordinary adventure was on the horizon, but apart from that they had been left much to their own devices over the years, just the two of them, travelling the stars, exactly like they'd imagined and planned as children.

As a result, they'd grown even more dependent on each other, their strengths and weaknesses synching more than ever. They didn't really like being more than a foot away from each other for long.

But the Professor sighed, knowing that the only way they'd be able to get any sort of information would be for the man within the room to speak, and he only wanted the Doctor. She nodded, squeezing his hand before letting go.

He frowned, giving her a confused look.

'_I can hear a monitoring station set up,_' she told him, faintly hearing Amy speaking from somewhere in the room, far too faintly for her to actually be there though, '_He must have been watching us. He had to have heard Rory call us on the beach, if he wants YOU it's because he thinks you're a doctor._'

He blinked at that, nodding, it made sense, before stepping into the gate as a robot opened it. He paused as the gate closed behind him, sealing him away from the Professor and the humans.

"It's fine," he muttered to himself before turning to look at the Professor through the gate, "It's fine."

"He's not interested in YOU," the first robot told the trio standing outside the doors.

"Look, you need to learn some manners," Rory commented to it.

"No, YOU need to learn some manners!"

"No, YOU do!"

"No, YOU do!" the second robot agreed, "Mr.…Manners!"

"No, YOU do!"

"No, y…"

"Oh shut up!" the Professor cut in, rolling her eyes. She knew that she and the Doctor could go forever with their bicker-flirting, but at least they said more than just the same thing over and over when they did. This…this was irritating.

The Doctor let out a little chuckle and turned, heading into the room, '_Keep an eye out,_' he called to the Professor, glancing back to see her nod and walk nearer to the gate, her hands curling around the bars of it, peering through to keep an eye on him. He turned back to see an old man with long gray hair lying on a bed, cobwebs all over the machinery.

"Fantasia in F Minor for four hands," he commented, hearing piano music faintly playing on the sound system.

"You know it?" the man eyed him.

"Know it?" he smiled, glancing back at the Professor, "My wife was hands three and four! Schubert kept tickling her to try and put her off," he laughed, "Big mistake for him, never met anyone besides me who can do that. Franz the Hands, you know, the only reason he even still had them by the end of that performance with her was because I talked the Professor out of breaking them."

He shook his head, as it turned out, the Professor was _not_ a fan of anyone but him touching her, even in a joking manner. Well, at least not anyone she didn't know. She would accept hugs from Rory, playful punches from others, but semi-intimate touches like that made her all sorts of uncomfortable. He was very pleased with that though, meant that the only person she'd let touch her like that was him.

The feeling was mutual though.

"Oh, that takes me back," he sighed, getting back to the present, "Well, this is...cozy," he walked around, eyeing the equipment.

"It's fate you came," the man replied.

"Is it? I'm the Doctor."

"Yes, I know," he said, nodding to the side where a few security monitors were set up, confirming the Professor's theory, "I'm Solomon."

A computer behind the Doctor beeped and began to scan him with a purple light for a quick second, "What's that?" he asked.

"System malfunction," Solomon waved his hand a bit, "Ignore it."

The Professor's eyes narrowed, '_It's not broken, it scanned you._'

He nodded, "What happened to you?" he turned to Solomon.

"I was attacked," Solomon sighed, "Three raptors. They cornered me. The robots rescued me, but it was nearly too late."

"Ah, yes. The robots. They're...unusual."

"I got them cheap, from a concession on Illyria Seven. The robots did as best they could with my legs, but...you can help me so much more."

"Oh, a 'doctor' Doctor! I see," he breathed into his hands, warming them up, "Let's have a look," he lifted the material off the man's legs, eyeing the wounds.

"They chewed through part of the bone in my legs."

"Yes," he nodded, seeing that, "Very nasty."

"But you can repair them."

The Doctor looked at him, "If you tell me how you came by so many dinosaurs."

"Injure the woman," Solomon called, ordering the robots. He'd seen them being very close on the beach, if there was one way to get the man to do as he said and not ask questions it would be to endanger the woman, some professor or another.

"What?" his eyes widened, running for the gate.

One of the robots turned to the Professor, who still had her back to them, and moved to fire. But she turned, jumping away so that only her arm was grazed. The second robot turned, lifting its arm to shoot her when she beat him to it, firing her blaster, set at a higher level, right into the robot's left blaster arm, right up the shaft of its weapon, blowing it up to the elbow.

The robot actually seemed to howl in pain, stumbling back as did the first robot, holding its arms up in surrender as she turned her blaster on it.

"You try that again," she warned the robots, not even giving any attention to her smoking shoulder, "And I will tear you apart, cog by cog, while you're still active, and melt you down into scrap!"

The robots stepped back even more.

She nodded, pleased, putting her blaster back as Rory stepped over to check her shoulder, taking the chance to show his father his nursing skills with a few alien medicines he'd picked up on their travels as he patched up the Professor. She glanced back at the Doctor, giving him a small smile and nodding that she was alright.

His jaw just tensed as he spun around to face Solomon again, "I don't respond well to violence, Solomon. I don't like it when people attack my wife."

"And I don't like questions, Doctor," Solomon countered, "You boarded without my permission. Now, fix me or the next bolt will be fatal."

The Doctor heard the Professor scoff behind him and barely managed to keep from smirking. If those robots even _thought_ to entertain another order from Solomon about attacking her, it would be the _last_ move they ever made. The Professor really would see her threat through and, after what the bots had done to her, he would gladly help.

He shook his head and moved to pick up a surgical tool from a nearby table, seeing what else was there that might be of some help. For being called the Doctor he didn't really do a lot of doctoring, unless the Professor was sick.

"How did you get onboard, Doctor?" Solomon asked him, eyeing him.

"Oh, I never talk about myself with a gun pointed at me," he muttered, turning around, "Let's talk about you. Your cozy little craft embedded in a vast, old ship," he moved back to Solomon's side and began working on the man's legs.

"Very observant."

"The Professor noticed first, she's a Sagittarius. Probably."

'_Which would make you an Aries,_' she commented to him, following along on the conversation.

He smiled softly, '_The Sagittarius's perfect match eh?_'

'_Oh yes._'

"I'm transporting it to the Roxborne Peninsula," Solomon stated.

'_Then why is his base a different ship?_' she wondered, '_If he were the one transporting the dinosaurs to the commerce colony, then he would be in the main ship, not latched onto it._'

"The commerce colony," the Doctor nodded, hearing her, "You're a trader."

"I search out opportunities for profit across the nine galaxies."

"Ah, the purple light. That's what it was."

'_It's an IV system,_' the Professor told him quietly, '_Stands for Identify & Value._'

"An IV system," he repeated, recognizing it as well, "Identify and value: the database of everything across space and time, allocated a market value. Argos for the Universe. You were trying to find out how much I'm worth."

"Would you like to know?" Solomon grinned, motioning towards the computer as it processed the information, only to respond with 'No Identification Found,' "You don't exist. It's never done that."

"That's me," the Doctor gave a small smile, "Worthless. Unlike my wife," he turned to wink at her, she was worth _everything_ to him.

Solomon eyed the interaction a moment before hitting a button. The computer's scanner shifted, the purple light turning on and flashing the Professor who had turned around to face Rory at the sound of the man's mobile ringing.

The Doctor turned back, frowning as the man scanned the Professor, even though he knew it would likely come up with the same information as him, "These creatures you have onboard, they're very valuable...given they're extinct," he turned on a device in his hand, making it whir as Solomon groaned in pain, "Done," he remarked, "Sit up. Very slowly," he reached out to help Solomon up.

"Doctor?" Rory called, holding up his mobile at the gate, "Amy."

He nodded and glanced at Solomon, "I need to take this," he walked over to the gate and took the phone, eyeing the Professor meaningfully as she listened in, "Amy."

"This is an ark," Amy told him, the Professor hearing her as well, "Built by the Silurians. They were looking for another planet."

"Where are they now?"

"None onboard. I mean, thousands of stasis pods, all empty."

The Doctor's eyes widened as he looked at the Professor, her gaze narrowing as she looked at Solomon, it was quite obvious who was responsible for that.

"We'll see you soon," the Doctor ended the call and gave Rory the phone back, "Be ready," he whispered to him and the Professor, who nodded, before he turned to face Solomon again.

"The pain in my legs," Solomon commented, now standing with a cane, "It's gone. I can move them. Thank you, Doctor."

"What did you do to the Silurians?"

"We ejected them. The robots woke them from cryo-sleep a handful at a time, and jettisoned them from the airlocks. We must have left a trail of dust and bone."

The Doctor shook his head at the man as the Professor closed her eyes, resting her head against the gate, disgusted with Solomon.

"Because you wanted the dinosaurs," the Doctor sat down dejectedly.

"Their ship crossed my path. I sent out a distress signal. They let me board. But when I saw the cargo, things became more complex."

"Piracy and then genocide."

"Very emotive words, Doctor."

"Oh, I'm a very emotive man."

"The lizards wouldn't negotiate. I made them a generous offer."

"The creatures onboard this ship are not objects to be sold or traded."

"I feel like you're judging me."

"You said Roxborne Peninsula, so why are you heading to Earth? You're on the wrong course."

'_If it's a Silurian craft, he wouldn't be able to,_' the Professor told him. She hadn't recognized the architecture as not many Silurian crafts existed, but she _did _know how they operated. She had been trained to operate one, well, to hack the systems and alter the control and flight mechanisms to work for one pilot, but she wasn't about to tell Solomon that, especially not when it would take at least an hour to do so and they didn't have that time, '_They're flown using two members of the same gene-chain as pilots._'

The Doctor laughed at that, shaking his head at Solomon, at how the man had been the one to create this situation, losing his only way to fly the ship through his actions, "Oh. You don't know how. Ha! Brilliant. You couldn't change the pre-programmed course. Without instructions, the ship defaulted, returned home. Oh, dear. The Silurians outwitted you, even after you'd massacred them. So now you're a prisoner on the ship that you hijacked."

"Not now you're here," the man glared, "You're going to help me to where I want to go, Doctor."

"Little bit of news, Solomon. You're being targeted by missiles. Get off this ship..." he stood up, "While you still can," and walked away.

"You think I believe that? You just want them for yourself. You won't profit from me, Doctor."

He stopped at the gate, "Don't ever judge me by your standards," he flashed his sonic at the controls, opening the gate. He walked over to the Professor, tugging the top of her jacket to the side to look at her shoulder, patched up spectacularly by Rory. He nodded his thanks to the man before kissing his fingertips and pressing them lightly to her wound.

She smiled and took his hand from her shoulder, holding it before turning to Rory, "Well, don't just stand there, Rory!"

The Doctor grinned and looked at the robots, "Hey, he wants to see you," before pulling the Professor off.

"Dad, up!" Rory called to his father who had moved to sit on the floor. Brian scrambled up and they ran after the Doctor and Professor as the robots entered Solomon's room just as the IV beeped from the Professor's scan…

~8~

The Time Lords hurried down the corridor, the Doctor skidding to a stop when he saw the triceratops standing before them.

"What're we doing?!" Brian asked, seeing the Professor running towards the dinosaur, the Doctor behind her.

"Just do exactly as I do!" the Doctor shouted.

"No," the Professor called, "Do what_ I_ do!"

"Professor!" Rory yelled, watching as the woman ran up some stacked crates and leapt onto the back of the triceratops, the Doctor doing much the same, landing right behind her on its back.

"Geronimo!" the Doctor laughed, waving at the humans to join them.

Rory and Brian looked at each other a moment before doing as ordered, moving to clamber onto the dinosaur, slower though than the Time Lords had managed.

"Go, Tricey!" the Doctor ordered, "Run like the wind!"

But the dinosaur just bellowed, remaining unmoving.

Suddenly laser bolts were fired at them from the robots as they caught up. The Doctor looked at the Professor as she frowned at the dinosaur, "How do you start a triceratops?!" he asked, frustrated.

"There they are!" one of the robots called.

"I know!" the second yelled, "I saw them before you."

The Professor's eyes widened and she twisted to look back, "Brian, the golf ball!"

Brian's eyes widened as well and he pulled his last one out, "Tricey fetch!" he called, throwing the ball down the corridor.

The triceratops took off after it.

"Ha ha!" the Doctor laughed, "That-a-boy! Yee hah! Come on, Tricey! Woo hoo!"

"Come on, Tricey!" the Professor grinned, "Faster!"

They watched as the ball ricocheted off a wall, the dinosaur ambling down the corner after it.

"Whoa!" the Professor laughed.

"I'm riding a dinosaur!" Brian gasped as they lost the robots, "On a spaceship!"

"I know!" Rory grinned.

"I only came round to fix your light!"

"Come on, Tricey!" the Doctor patted the dinosaur's back until he saw that the corridor came to an end ahead of them, but the dinosaur wasn't slowing down any, "Where are the brakes?!"

"Hold on!" the Professor called.

"Whoa!" the men shouted as the dinosaur stopped suddenly, half throwing the men off its back. They lay on the floor, panting as Tricey just trotted up and dropped the golf ball in front of Rory before sitting down.

The Professor laughed, throwing her leg over the dinosaur and sliding off its side, making it look easy. She'd been right in the front, able to hold onto the horns for stability, keeping her on the dinosaur as the others were thrown.

"Good, that worked!" the Doctor stood, "Ok..." he looked around, "Where are we now?"

"Doctor!" the Professor called, finding a computer screen, "Incoming message from Earth," she motioned him over, hitting a button as Indira and her crew appeared.

"Hello, Earth!" he greeted, "How are things?"

"Doctor, the ship's coming through the atmosphere," Indira replied, "I have to start the missile program."

"No. No, no, no, don't do that, everything's under control here, turning round any moment. Need a bit of wriggle room on the timings..."

"I can't do that."

"You can, of course you can. Tiny bit more time, Indira."

"Please," the Professor added, knowing how hard it was to break protocol, the dangers behind it, but _needing_ it done, "This ship contains the most precious cargo..."

"My only responsibility is the Earth's safety," Indira sighed, "I'm launching the missiles. Goodbye, Doctor, Professor," and the message disconnected.

"No Indira!" he called, "Hey, come back! Please!"

"This is bad," the Professor remarked, trying to get the computer to show them the schematics of the ship, but there was nothing of use.

"Very bad indeed," the Doctor sighed, agreeing, "Completely unhelpful."

Rory frowned, eyeing the computer, "Doesn't this ship have any defense systems installed?"

"Brilliant, Rory!" the Professor cheered and pecked him on the mouth before turning to the computer, "Computer, show us weapons and defense systems," only to frown at the 'No Systems Available' sign that came up, "Wonderful," she sighed, turning to the Doctor, only to see him staring at her with wide eyes, stunned, "What?"

"You…kissed him," he pouted, pointing at Rory.

The Professor laughed, "I kissed a man who's like my cousin Doctor," she grimaced a bit, "For all of one second," before she leaned in and tugged him closer by his braces, "I promise I'll make up for it," nuzzling her nose against the side of his neck, dropping a little kiss to it, smirking as she felt him stiffen, "And kiss you quite a bit longer when we finish here, ok?"

He swallowed hard, only able to nod, "S-Sounds wonderful."

"Brilliant," she gave him a peck, before turning back to the computer, not seeing Rory shake his head at them.

Better for her to calm the Doctor down than have the Time Lord murder him for something he hadn't been responsible for.

"That was a waste of time, wasn't it?" the Doctor cleared his throat, getting back to the danger at hand.

"What ship doesn't have weapons?" Rory wondered.

"The ancient species, Rory," the Professor sighed, "Still full of hope."

He paused in thought, "Does the TARDIS not have a weapons system then?"

They looked at him, seeing where his question was coming from, they were technically part of a very ancient species.

"Hello," the Professor waved at him a bit. She was a living weapon, all that they needed to keep the TARDIS safe.

"What about the control deck?" Rory asked, changing the subject, "You said we should go to the control deck next."

The Doctor stalked away from the computer, "It's too late, it won't make any difference."

"We could at least try."

"It won't work, Rory," the Professor told him, "The missiles are locked on. And we don't have enough time to reroute the system to let us reroute the ship's course."

"So, what? We're just giving up?"

"I don't know," the Doctor shook his head, "I don't know."

"We might be able to manually_ steer_ the ship away though," the Professor began, the Doctor turning to look at her in question, "Brian and Ror…"

She was interrupted by a flash of light as Solomon and the robots teleported in, "You were telling the truth, Doctor," the man rasped, "Earth _has_ launched missiles. This vessel is too clumsy to outrun them, but I have my own ship."

"You won't get your precious cargo onboard though," the Doctor reminded him, "It'll just be you and your metal tantrum machines."

"We do not have tantrums!" they shouted.

"Shut up!" Solomon barked, walking up to the Doctor with his cane, "You're right, Doctor. I can't keep the dinosaurs and live myself," he smirked, "But I had the IV system scan your pretty wife and it found something," both the Doctor and Professor stiffened at that, "It seems she's even more valuable than the dinosaurs. Utterly unique. I don't know how she survived or why she's here, but I want her."

"We don't know what you're talking about," the Doctor tried, realizing what the IV must have picked up, his hand reaching out to take the Professor's, squeezing it as he felt her tense beside him.

"She's not_ just_ a professor, is she?" Solomon smirked, "She's THE Professor, of Gallifrey. A name seared across the Universe, burned into the hearts of the Higher Species, a living breathing weapon. The most feared warrior _ever_," he eyed the Professor as she swallowed hard, hating when her past was brought up, "Give her to me and I'll let the rest of you live."

The Doctor's eyes narrowed as he leaned in, "No," he whispered.

"You think I won't punish those who get in my way? Whatever their worth?" he gave a short nod to the robots and one stepped away, shooting Tricey repeatedly till the poor dinosaur fell to the ground, the group only able to watch in horror.

The Professor blinked and walked forward, kneeling down beside the triceratops, resting her hand on it, stroking its snout as the beautiful creature died before closing her eyes in anguish.

The Doctor glared at Solomon, slowly, mockingly, clapping, "You must be_ very_ proud."

"Give her to me," Solomon threatened, knowing from before that the woman would not respond well to force, would kill him and the robots if he tried to have them manhandle her. No, she had to come willingly or there would be hell to pay for him, "Or the robots will make their way through your corpses," he turned to the Professor, to see her staring at the dinosaur sadly, "Come with me, now."

"No!" the Doctor glared, taking a step closer to the man.

"Fine," the Professor stood up.

"No," the Doctor turned to her, stunned, "What are you doing?"

Suddenly there was a flash of light behind them as Amy, Nefertiti, and Riddell teleported in, having heard the Professor about to give herself up for them, not wanting to let her do it.

"Saving your life," she told him, glancing at him, "Ok with that?" she stepped towards Solomon.

But the Doctor grabbed her arm, "No, no, no, no, no way."

"It isn't your choice love, it's mine," she told him simply, sounding not at all affected, as though she were just commenting on the weather, as though she were oblivious to the Doctor's pain at the thought of her being taken from him.

"Listen to me," he said seriously, "If you go with him, I…" he swallowed hard, "I _can't_ lose you."

She smirked, leaning in to whisper, "Then you'll just have to find me," she pulled away with a smile, seeing his eyes widen as he saw the plan in her mind.

'_You know me my love,_' she winked, '_Plan at the drop of a hat._'

"Take me instead," Nefertiti stepped up to the Time Lords, "You saved my people. I am in your debt," before she looked at Solomon, "I am Queen Nefertiti of Egypt."

Solomon eyed her, an eyebrow raised, she would be _very _valuable indeed…but nothing compared to what he'd get paid by those who wanted to get their hands on the legendary Professor.

"No," the Professor shook her head, watching as the Doctor struggled to control his expression, needing to make Solomon think he was against her decision, "No debts, you don't owe us anything," she stepped towards Solomon, out of the Doctor's grip.

"No!" Riddell cocked his rifle and aimed it at Solomon, knowing how much the Professor being taken would break the Doctor, "Take her, I shoot you."

"Put it down Johnny," the Professor huffed, honestly, did these people _really_ think she'd _ever _willingly just give herself up? Let herself be _taken away_ from the Doctor without some sort of plan?

"Do it, boy," Solomon growled, the first robot aiming his weapon at Riddell till he lowered the weapon, "My bounty increases," Solomon smirked, glancing appreciatively at the Professor, "And what an extraordinary bounty you are," he reached out to touch her.

"_Don't _touch me," the Professor roughly shoved his hand away.

Solomon glared and shoved her against the wall, the sharp edge of his cane pressing against her throat, "I like my possessions to have spirit. It means I can have fun breaking them. And I _will _break you in, with immense pleasure."

The Professor just grabbed the cane, shoving it away from her, but twisting under it, managing to twist Solomon's arm as well as he hadn't let go of it. She pushed him back as he grunted in pain, "Not if I break your arm first," she threatened, "And I have _plenty _of experience doing that."

Solomon cleared his throat, he hadn't quite thought she'd react so forcefully even when_ he_ had the upper hand, but then again, if the IV was to be trusted, she could do much worse. He had to tread carefully, "Computer? Take us back to my ship!"

And with a flash, Solomon, the robots, and the Professor teleported away as the alarms began to sound.

"Hostile targeting in progress," the computer called, "Hostile targeting in progress. Hostile targeting in progress. Hostile targeting in progress. Hostile targeting in progress."

The Doctor grinned softly, "Bingo."

"What do we do?" Amy asked the Doctor, "Where'd the Professor go? How are we going to get her back?"

"Hmm?" the Doctor shook his head, "Oh, she's been taken back to Solomon's ship, we'll get her back, don't worry, but first things first…we need to find the control deck."

"What is it?" Rory asked, eyeing the Doctor, he was far too chipper for someone whose wife had just been kidnapped, and he knew what the Doctor was like when that happened, it was _not_ a pleasant thing, "Doctor?"

~8~

They teleported into the control deck, two piloting chairs covered in cobwebs facing each other with a small post between them.

"Ok, control deck," the Doctor grinned, pulling the cap off the post to look inside it. Riddell and Nefertiti stepped back, taking position by the door as the other humans gathered around the Doctor.

"So, what's the plan?" Rory asked, still wary about the Doctor, not sure if he was covering up his anger at the Professor's kidnapping with a smile or if he was genuinely calm about her situation.

"Come on," he smiled, "The missiles are locked on to us, we can't outrun them, we have to save the dinosaurs and get the Professor back from Solomon. Isn't it obvious?"

"It's sort of the opposite of obvious."

"17 minutes before the missiles hit, we need to turn this ship around," he flashed the sonic on the post.

"You said it was too late, there wasn't any time."

"Ah, yes, but I didn't have the Professor's plan then, did I?"

"So she _has _a plan?" Amy asked, hopeful that this was all an elaborate trap the Professor had set, that everything would be alright.

"Riddell, Neffy?" the Doctor called, "Keep an eye out for dinosaurs."

"I was rather hoping you'd say that," Riddell grinned, handing a gun to Nefertiti.

"No killing any. Rory, Brian, get rid of the cobwebs."

~8~

Solomon frowned at his computer as he tried to take off but the ship refused to move, "Come on, come on. We're not moving."

There was a metal clang from outside.

"Oh dear," the Professor smirked as she sat calmly in a chair, her legs crossed, fingers tapping on the armrest, "It seems he's magnetized us," her smirk grew, "No moving away now."

Solomon glared at her.

~8~

The Doctor got up off the floor, slamming his hand on the computer, "No, don't be like that! Really unhelpful!"

"What's the matter?" Amy walked over.

"The Professor was right, parallel pilot compartments, bio-configured, needs two operators of the same gene chain. That's why Solomon couldn't change the ship's course, it's set for Silurian DNA…"

"Ok…and?" Amy shook her head, "Can't you hack into it, change that so you can pilot alone?"

"Not in time, but that's not the plan," he flashed the sonic at the computer, smirking as the program shifted to follow the same commands and set up, but for _human _DNA.

"What's the plan?" Rory asked.

"Ponds," he grinned as the humans looked at each other, confused. He sighed, rolling his eyes, "Misters Rory and Brian Pond."

"I'm not a Pond," Brian frowned.

"Course you are," the Doctor grinned, motioning at the two seats, "Sit down, both of you. Ship does all the engineering, the controls are straightforward, even a monkey could use them," Rory and Brian sat down, "Oh, look, they're going to," he gestured at Brian and Rory as Amy stared at him, unimpressed, "Guys, come on, comedy gold. Where's a Silurian audience when you need one?" he sighed as Amy rolled her eyes at him, "Anyway, two eye-line screens, velocity and trajectory. Steer away from Earth, try not to bump into the moon otherwise the races who live there will be livid."

"What?" Brian looked at him, alarmed, confused, and a bit scared.

"Primary controls in the arms of the chairs, principle's the same as any vehicle. 8 minutes, 45 seconds," he soniced the chairs, activating them, "Get us as far away as you can," he looked into the post again, checking the settings, "Right, phase two sorted. Now for phase one."

"Phase two comes _after_ phase one," Amy remarked as she walked over.

"Humans, you're so linear," he grumbled playfully, "Shine a torch in here."

Amy knelt down, shining her torch in, "What're you doing?"

"Mixing my messages," he pulled out a wire, "How's the job?"

"We're about to be hit by missiles and you're asking me that?"

"Unlike the Professor, I work best when I'm multi-tasking," he pulled out more wires, "Keep talking. How's the job?"

"I gave it up."

"You gave the last one up."

"Yeah, well I can't settle. Every minute, I'm listening out for that stupid TARDIS sound..."

He looked at her, "Right, so it's _our_ fault now, is it?"

"I can't_ not_ wait for you and the Professor. Even now. And they're getting longer, the gaps between your visits."

"Are they?" he reached in the post.

"I think you're weaning us off you."

"We're not, I promise," he looked at her again, "Really promise. The others, they're not you. But you and Rory, you have lives. Each other. I thought that's what we agreed."

"I know. I just…worry there'll come a time when you never turn up, that something will have happened to you and I'll still be waiting, never knowing."

"No! Come on, Pond," he kissed the top of her head, "You'll be there till the end of us."

"Or vice versa."

The Doctor frowned at that, knowing that it truly was a possibility, but turned away when the sonic beeped, "Done," he stood up, pulling the wires out of the post and resting it on the rim.

"Doctor?" Riddell called, "Queeny and I are going to secure the door."

He nodded, waving Riddell and Nefertiti, both with rifles off, before turning to Amy, "Keep an eye on them," he nodded at Rory and Brian before breathing on his hands, rubbing them together and snatching a large crystal from the middle of the wires.

Amy frowned, "What're you going to..."

But he teleported out.

~8~

The Doctor appeared on Solomon's ship, "Hello!" he called, seeing the Professor sitting in the middle of the room on a chair, her arms crossed over her chest, her legs crossed before her, watching him, casual.

"You're late," she commented, standing up, "I started without you."

He blinked and looked around, seeing the robots deactivated, lying on the floor, two live wires beside them, and Solomon on his back heaving, struggling to get up, rubbing his chest.

"Having trouble leaving?" he called to the man as he groaned.

"Ship's still magnetized," the Professor nodded to him.

"Release my ship, Doctor!" Solomon threatened, lifting one of his canes before the Professor, keeping her back, the blade aimed at her, "Or I kill this precious little object."

The Professor rolled her eyes and turned, stomping on Solomon's chest once more, grabbing the cane as he fell back and twisted it, pointing it at his neck, "I am _not_ your possession now, nor will I ever be. Now stay _down_."

The Doctor smirked and sauntered over, bending down a bit to look Solomon in the eye, "Never mess with my Bonded," he told the man, "I hope you've learnt that now," he walked over to the controls.

"What're you doing?" he demanded.

"Disabling this ship's signal and replacing it with the one from the Silurian ship," the Professor told him.

The Doctor nodded, "I send this craft off emitting the signal they're looking for."

"The missiles will follow automatically."

He turned around, "Hopefully Silurian ship safe, dinosaurs safe, everybody safe," he checked his watch, "Bit tight for time though."

"Yes, shouldn't really be chatting," the Professor sighed, stepping over to him, linking their arms, "Time to give that gob of yours a rest."

"Let's go," he agreed, turning to head off.

"Oh wait," the Professor stopped, "How remiss of us, I'm getting old it seems, almost forgot something…"

"Older yes," the Doctor nodded, "But never more beautiful," he grinned, giving her a quick kiss.

She laughed and glanced at Solomon who seemed to be having trouble breathing from how she'd stomped on him, "That thing about the missiles was very literal."

The Doctor held up the crystal, "This is what they latch on to," and set it down, pulling out his sonic, "Now, one press on this and the ship's demagnetized."

"Doctor, whatever you want, I can get it for you, whatever object you desire," Solomon begged.

"I've already got it," the Doctor countered, moving his arm around the Professor's waist.

"Did the Silurians beg you to stop?" the Professor asked, eyeing the man with distaste.

The Doctor glanced at the computer screens, "Oh look, Solomon. The missiles. See them shine. See how valuable they are. And they're all yours."

They turned and headed off the ship.

"You wouldn't leave me…" Solomon called.

The Professor hit the button to close the gate and snatched the sonic off the Doctor, "Enjoy your bounty," she remarked, turning the sonic on, demagnetizing the ship and teleporting them out just before the ship took off for Earth, drawing the missiles, which struck, taking Solomon with them.

~8~

The Doctor and Professor were leading the way back to the TARDIS with Rory, Amy, and Brian following, "So, dinosaur drop-off time," he opened the box.

"Actually, we think home for us," Rory cut in.

The Doctor stopped at the words, "Oh. Fine. Of course."

"We understand," the Professor added, taking the Doctor's hand. It was so hard to let their Companions go, they always grew so attached to them, but it was a choice to stay or go, and it wasn't always theirs to make. If the Ponds wanted a break, they could give them one.

"Not forever," Amy promised as Nefertiti and Riddell arrived, "Just a couple of months."

"Right, yes," the Doctor nodded, turning to smile at them, "We're pretty busy anyway. I mean, we've got to drop everyone back."

"About that," Brian began, stepping past Amy and Rory, "Can I ask a favor? There's something I want to see."

"Of course," the Professor smiled, "Anything."

~8~

The TARDIS hovered above Earth, Brian sitting in the doorway, his feet dangling over the edge as he ate a sandwich and sipped some tea from a thermos, just enjoying the magnificent sight.

Amy and Rory opened the doors a bit wider to look out, watching over the man's shoulder as the Doctor and Professor stood in the background, watching their Companions sadly. They could tell the time would be coming where Amy and Rory would choose a permanent life on Earth and it would break their hearts to see their Amelia Pond and Rory the Roman leave them.

~8~

"Postcard is sent!" the Doctor cheered as he plopped down beside the Professor in the TARDIS doorway as they drifted through space. They'd just dropped the dinosaurs off in a lovely, largely uninhabited, jungle-like planet they'd named Siluria where they could live out in peace without fear of being hunted.

"That was quite the adventure," the Professor smiled, "Though we're probably going to have to work harder on erasing me," she remarked, "I don't want another repeat of the IV discovering me, not after all our hard work."

He nodded, "We can do that first thing in the morning."

She laughed, "We have a time machine, it could be morning any time we want."

"Let's make it in a few hours," he nodded, "Who knew that dinosaur herding was that much of a workout."

She smiled and leaned on him as he wrapped his arm around her, the two of them just staring out at the stars, "At least this time you didn't accidently bring Steven Spielberg along and end up sparking another 'Jurassic Park,'" she nudged him.

"That only happened once!" he grumbled.

"Oh really?" she pulled away with a laugh, her eyebrow raised, "Shall we call George Lucas up then? Ask him just _where_ his ideas for 'Star Wars' came from?"

He pouted, that had been his fault, both his fault actually. He couldn't even remember what he'd been aiming for, only that the two men, at different times, had ended up as accidental Companions. Steve ended up getting chased by dinosaurs, but at least that trip had taken place _in _the Jurassic era, while Georgie had wandered into an alien bar and seen one of the aliens telekinetically moving things around, hence both 'Jurassic Park' and 'Star Wars' were born.

"You have to admit though," he countered, tapping her nose, "They got quite a lot of inspiration from just a few moments with dinosaurs and in an alien bar. Movie _series_ out of it."

She had to nod, "I still find it amusing that Georgie gave you a little mention by making you Yoda."

He laughed, he'd once told Amy that he pictured himself to be a Space Gandalf or the Little Green One from 'Star Wars,' the girl had no idea how true that was.

"I find that I rather love the part he gave you," he smiled at her, "Princess Leia," he mused, looking at her, "The strong, independent, great with a blaster, princess. That hair though…" he shook his head.

"Oi! Need I remind you, Leia falls in love with the man who basically 'stole' a ship and ran off with a 'companion,'" she nudged him, perhaps Georgie had also brought him to light in Han Solo as well, though Han seemed more of a rebel and less of an idiot.

She started laughing.

"What?"

"Just…picturing Han Solo wearing a bow tie," she tapped his, "I don't think he could pull it off quite as well as you dear."

He smiled, "Well, I don't think Leia quite pulled off…"

He cut off suddenly.

"What?" she looked at him.

"Nothing!" he turned, straightening as he stared out at space, a faint blush creeping up his neck.

"Theta what is it?" she asked, amused now, she did so love things that could make him blush.

"Nothing at all," he crossed his hearts, a bit too quickly.

She laughed, "Can't lie to me dear," she patted his shoulder, "Now, it's either…you tell me or…" she smirked, her finger hooking into one of his braces, running along it, tugging it, "I_ persuade_ you to tell me."

He swallowed hard, dear God did he _love_ it when she persuaded him, but he really didn't think his hearts could take both that and the image of what he'd been about to say, "Um, well…" he ran a hand through his hair, "I, um…"

"Just tell me," she smiled at how flustered he really was getting.

"I don't think Leia quite pulled off…" he closed his eyes, "That golden bikini."

The Professor blinked, stared at him, and blinked again, before she smiled, seeing him imagining her in that rather famous outfit, "Well, well, well," she leaned back against the doorframe, crossing her arms, smirking, "Who would have thought the Doctor would have such a human fantasy."

She knew loads of young men had envisioned their girlfriends, fiancés, wives, among others dressed in that outfit. It really amused her to see that _the Doctor_ had as well.

"Yes, yes," he blushed red now, "I get it Kata, you think it's funny and…"

"I never said funny," she said, her smirk turning infinitely more devious, "I'd lean more towards…interesting."

He looked at her, frowning, "Interesting?"

"Oh yes," she nodded, leaning closer to him, "Interesting," and closer, as though about to kiss him, "Flattering," and moved past his lips to his ear, "And quite…possible."

She pulled away just enough to see him staring at her, eyes wide, mouth dropped open and just…staring at her.

"P-possible?" he swallowed hard, she was so close to him.

"For you Theta," she did kiss him this time, "Anything is," and pulled back just a little more, "So…what do you think?"

He blinked quite a few times, before smiling and straightening his bow tie.

A/N: Lol, I _had_ to leave it there :) I really have no idea where that came from lol. I think it was because I was watching Friends and there was one episode about how Ross talked Rachael into doing that for him and I was like 'OMG The Professor totally would!' even if just to see the Doctor blush and sputter ;)

As for why the IV picked up the Professor, that will be addressed VERY soon :)

But! We all know what's coming next don't we? A Town Called Mercy. For anyone who's been keeping track of any comments I made about that episode in my stories when it aired...BIG things coming for the Professor. We're going to learn more about just how bad the war was, the things she did, what SHE is thought of in the Universe, among other things :( It'll be...a rather emotional chapter for her. But we'll get to see _the Doctor_ being the protective hero one and 'save/protect' her this time :)

Some notes on reviews...

Oh the kitten. I have to say, that's still a toss up with me. I'm debating it, because I think it would be cute that they have so much of a running joke about the Professor being a cat person and the Doctor not liking cats and then _the Doctor_ gives her the kitten...but it's still up for debate. If people seem interested/ok with it I'll add it :) It wouldn't be as awesome as K9 but still very special in an almost...Professor-like way and that's all I'll say about it :)

I'm looking forward to Evy too. It's like, there are episodes of Series 7 I LOVE for the Professor and different ones I love for Evy :) I've seen the last episode yup :) And I have SO many ideas for it :) My Time Ladies were making it hard to watch because they kept commenting on it lol :)

*possible spoilery notes on the last episode*

I agree, the episode cover was misleading. I'm glad they didn't reveal the name of the Doctor but...I almost feel like they only pushed it off and didn't extend it. They mentioned Trenzalore was the final resting place AND the place the Doctor fought his final battle, so we still need the actual battle/possibly the fall of the Eleventh to show up when the 'question will be asked' or something. At least that's the impression I got :) My favorite part was the entire beginning/end, just seeing her worked into so many areas :) But I have BIG plans for those scenes in this story :)

I've heard that too. I think it's because John Hurt said himself somewhere that he was the 'forgotten 9th Doctor' one of the past incarnations and such. I'm actually sort of hoping he's not just because if he IS 9 and the writers stick to canon (for once lol) then 11 is 12 and we only have 1(!) regeneration left after this :( I also read somewhere that in the 50th, the 10th and 11th Doctors don't believe JH is one of their past selves like they legitimately don't remember him/forgot him...but 11 clearly recognized him. So I'm really hoping he's the Valeyard or another evil echo/version of the Doctor since he said the man _wasn't_ the Doctor (despite the little introduction of his as the Doctor) :)


	4. A Town Called Mercy

A Town Called Mercy

The Doctor and Professor stood in a dusty, desert road, their arms crossed, unconsciously mimicking the stance of the other, as they read a 'Keep Out' sign for an old American western town, the population being crossed out from 80 to 81.

"'Mercy,'" the Doctor read, "'81 residents.'"

Amy and Rory sighed as they stood a few feet away, looking at a line of stones and branches that formed a ring around the town, "Look at this," Amy nodded at it, "It's a load of stones and lumps of wood," the Doctor pulled out the sonic and flashed it along the line, the Professor crouching down to touch it a moment, "What is it?"

"A load of stones and lumps of wood," the Doctor replied, stepping over the line.

The Professor stood up, squinting into the distance where she could make out a large man standing on a cliff quite a distance away, dressed in black. But as soon as she stepped over the line to the town after the Doctor, it disappeared, making her frown. There was some sort of teleport at work it seemed.

"Er, the sign does say, 'Keep out,'" Rory called.

The Professor smiled at him, "Keep out signs can be seen as more suggestions than actual orders."

"Like dry clean only," the Doctor agreed, winding his arm around the Professor's waist. He couldn't help but look at her outfit as he did so. She had forgone her typical attire for this one adventure, her tank top and jean jacket and white skirt replaced. And he had to admit, he was LOVING it. Because as soon as she'd realized they hadn't landed where they were aiming, she'd grinned deviously and told him to wait before running off into the hallways.

She'd emerged a few minutes later in a dress that had made his hearts stop a moment. She'd selected a 'can-can girl' dress. A black, lacy thing that was corseted at the top, embroidered with red swirls, with two thin straps keeping it up, with similar lacy fingerless gloves, not the same ones she had worn in her last incarnation but more…feminine. She had a flowing, layered black and red skirt that went to her knees on, her legs fitted with fishnet stockings and with black boot-like heels on her feet. Her hair was slightly curled as she put it half up, half down, one or two small black and red feathers entwined in it, with a simple black choker around her neck to complete the picture.

He'd died a little bit at the sight, hadn't been able to tear his eyes away from her till Amy had smacked him in the back of the head, hard, to snap him out of his thoughts.

It really hurt!

But it had done the trick. He'd shaken his head, making a bit of an odd noise from the force of it, before he managed to gather his thoughts again, seeing her watching him, amused. He'd asked her why she was dressed like that, she never really dressed up much for adventures, and it was like pulling teeth to get her into an actual _dress_, regardless of the length. She'd just smirked and said it was for the mission, to which he'd asked what mission, and she'd replied that he would figure it out.

He still hadn't, but it would come to him. If she felt he could figure it out then it wasn't something she was trying to hide or make difficult to work out. He would just enjoy her in that dress while it lasted…and if he happened to not work out the mission for a good long while, well then, so be it.

"Come on!" the Professor called, seeing the humans weren't following them, before moving to grab Amy's arm and pull her in with a laugh.

Rory moved to the Doctor's side, the two men walking ahead as the girls trailed behind, "So have you and Rory talked any more about adoption?" the Professor asked Amy as they meandered behind their men, their arms linked.

Amy sighed, "It's slow going. We've filled out the paperwork but…"

"But?" she frowned, seeing Amy hesitate.

"But we can't really go further…" she took a breath, "We can't promise that we'll be there for the child."

"What?"

"With the way the Doctor drops in," Amy bit her lip, not wanting to hurt either her or the Doctor's feelings with her words, "What if he appeared and took us with him, like with the dinosaurs, and we end up leaving the baby for too long? I can't bear the thought of it crying and us being halfway across the Universe and unable to comfort it. We can't risk him or her being taken away. I…I _can't_ lose another baby like that Professor. I can't. It's hard, we want a baby _so badly_ but…we don't want to lose you or the Doctor either."

And, she supposed, a baby would be permanent, a baby would be an end to the travelling. She and Rory had both seen how dangerous it was, it was no place for a child…well, not a human child. A Time Lord baby would be able to handle it better, the adult Time Lords she knew were quite tough, and they were meant to travel in time. Humans weren't. If they had a baby…that would be it. Earth and only Earth, unless the Doctor and Professor visited and ONLY to VISIT _not_ take them along for a ride. They couldn't risk it. They couldn't bear it.

"I understand," the Professor nodded, squeezing Amy's arm, "I'll talk to the Doctor about it, see if I can't get him to actually start _calling _before he drops in. But I do promise, no more random materialization around you," she nudged Amy, "I have very powerful methods of convincing the Doctor to listen to me and let me pilot…" she paused in thought, "AND ways of distracting him enough to land somewhere else."

Amy smiled and laughed at that, she didn't even need to imagine what those 'methods' were, "Thanks."

The Professor nodded, she would_ never_ forgive herself if Amy and Rory lost their chance at a child because of the Doctor's excitement.

Amy started laughing, "It's funny, you know. During the whole Dream Lord thing, I fought _so hard_ for the TARDIS to be the reality, I didn't want the house or the husband or the baby, not really, not then. But now…that's_ all_ I want," she started to smile, "When did my dream become my reality?"

The Professor could only shrug at that, pausing in her thoughts a moment. She glanced at Amy, before smiling as an idea struck her. She shook her head, focusing back on wandering down the desert street, her idea would have to wait for now, it would need quite a bit of planning really, even for HER.

The group couldn't help but notice the townsfolk staring at them from behind doorways and windows, keeping their distance. One woman even pulled her daughter to her.

The Professor frowned as she saw a streetlamp with a _power line_ to it start to spark as they drew nearer, "That's not right…"

The Doctor nodded, flashing it with his sonic.

"It's a street lamp," Rory shook his head, not following.

"An _electric_ street lamp," the Professor corrected, "About ten years too early."

"It's only a few years out," Rory shrugged.

"That's what you said when you left your phone recharger in Henry VIII's en-suite," the Doctor remarked, glaring a bit till Rory held up his hands in surrender.

Amy and Rory had been with them on an adventure to show them Tudor England, but had scheduled it so that old Henry 8 wouldn't be there when they went to tour the castle. The Doctor wasn't sure if Henry would notice or remember the Professor from the dance he'd glimpsed the man watching her do during her birthday trip, he hadn't wanted to take the chance of the man trying anything with her. As luck would have it though, they'd nearly run into him when they had to go back for Rory's recharger.

"Doctor, um..." Amy began.

But he just smiled, "Anachronistic electricity, keep-out signs, aggressive stares..." he smirked back at the Professor, "Has someone been peeking at my Christmas list?"

She just laughed at that and plucked a toothpick from one of his pockets, placing it in his mouth, "Very western," she remarked as he winked at her, taking her hand and pulling her eagerly into the nearest building.

"Doctor!" Amy shouted, grumbling as she and Rory followed the aliens in.

It was a saloon, full of people, open for business. There was a man playing the piano, a jaunty tune, as men sat drinking around the tables, playing poker, women laughing. The Doctor pushed the bat-wing doors open, the music and chatter stopping suddenly as everyone looked over, watching the four new people step in.

The Doctor grinned, pointing at the people a moment, before sauntering over to the bar, putting his hand down on the counter, "Tea," he ordered, a fake American accent, "But the strong stuff. Leave the bag in," he tried to flip the toothpick but it got stuck.

"What you doing here, son?" the female bartender asked.

"Son?" he glanced at the Professor, both of them chuckling at that, they were probably older than everyone there, combined, "You can stay," he told the bartender.

Just then a black man in a nice suit stood up, gripping his lapels, "Sir, might I enquire who you is?"

The Professor raised an eyebrow at that, glancing at the Bible sitting on the table before the man, guessing he must be the local preacher. She considered him a moment before moving to the bar, sitting on a stool, shifting her skirt as she crossed her legs, swinging one absently. She leaned back and looked over at the Doctor, and had to bite back a smirk at seeing him staring at her legs instead of answering the man.

"Doctor?" she called, her eyebrow raised in amusement as his head jerked up.

"What?" he asked, "Yes, sorry. What?"

She laughed and nodded to the side, "He asked who you were, or who we were," she shrugged, moving to lean back once more, her elbows on the bar.

The Doctor swallowed hard, that corset _really_ fit her well, before he closed his eyes tightly shaking his head fiercely before he turned to the men, moving to lean against the bar beside the Professor, "Of course, right yes, this is the…" he faltered a moment, feeling the Professor's finger lightly tracing a line up and down his spine, "P-professor," he gestured at her as she waved, "I am the Doctor, this is..." all the men stood quickly at that, the suddenness making the Professor stop his ministrations, which, to be honest, he wasn't sure if he was relieved or saddened about, "No need to stand," he grinned, turning to Amy and Rory, "You see that? Manners."

The Professor just frowned, pushing herself forward again and crossing her arms as she observed the men and their expressions, their body language, this was _not_ a benign reaction, things were about to get hostile.

An old man walked up to the Doctor, measuring his shoulders.

"Oh, thank you," the Doctor commented, "But I don't need a new suit."

The Professor shook her head, glancing at the man, "I take it you're the undertaker?"

"Yes ma'am," the old man nodded, smiling crookedly at them.

"I got a question," a young man stepped forward, "Is you an alien?"

"Well, um..." the Doctor blinked, startled that someone of this time period was asking such a question, "Bit personal. It's all relative, isn't it? I mean, the Professor and I think YOU'RE the aliens. But in this context, yes. Yes, I suppose we are..."

That was all he'd been able to say as the men rushed him, picking him up and carrying him outside as the Professor, Amy, and Rory rushed after him.

Men surrounded their small group, managing to grab Amy and Rory. Another small group moved to restrain the Professor but she twisted out of the first man's hold, moving behind him without letting go of his arm, twisting it up behind him. She shoved him away as he gave a cry of pain, glaring at the other men as they quickly held their hands up, seeing a fighter in her.

She rolled her eyes, why were humans always so scared of her when she defended herself? Really, THEY attack HER and suddenly_ she's _the bad guy. She shook her head, striding after the group that was carrying the Doctor back towards the town line.

"Doctor!" Amy struggled, "Put him down!"

"Don't think we won't kill you," one of the men holding her threatened, squeezing her arm a little.

"Leave her alone!" Rory called, seeing that, seeing Amy wince.

The Professor just elbowed the man in the face as she walked past them, not even looking back at him as he stumbled and let go of Amy who ran to her side.

"You alright?" the Professor yelled over to the Doctor as she and Amy approached.

"Don't worry!" he reassured her, "Everything is completely under control!"

"Get off…" Rory struggled.

The Professor turned and kicked the main man holding Rory in the shin, knocking his leg out from under him, making him fall to the ground and release Rory. She reached out and pulled Rory behind her where Amy was standing and glared at the men, "You touch my friends one more time and I start tearing off limbs," she threatened them.

If one thing had happened during hers and the Doctor's travels alone, it was that she'd become _very_ protective of those she cared about, even more so than before. She would not let ANYONE hurt them.

"Guys!" the Doctor called to them, "Guys! Oh, dear…" before he was thrown over the line, "Whoa!" he stood up and cracked his back, "Arg. Ow."

"You ok?" the Professor asked, stepping over to his side, across the line, to rub his back.

The Doctor nodded at her, turning back to the town only to see the men had drawn their guns on him. He raised his hands as the Professor raised an eyebrow, seeing in their posture that they wouldn't really fire. None of them had even cocked their guns yet, just whipped them out, trying to be all showy-offy.

"He's coming," the preacher gasped, "Oh, God. He's coming!"

The Professor frowned, looking back to see the man in black she'd seen before had reappeared in the distance, walking towards them slowly, disappearing and reappearing in shifts of a teleport.

"Preacher..." the young man called, "Say something."

"Our Father, who art in Heaven, hallowed be Thy name. Thy kingdom come, Thy will be done..."

The Doctor slowly turned to see the man in black, trying to get back over the line but the men refused to lower their guns.

"Seriously?" the Professor asked them, cutting into the preacher's prayer, "You're scared of _him_?" she nodded back at the black-clad man. She rolled her eyes and whipped out her blaster, firing behind her without even looking, knowing the likely path the man was walking, knowing he'd likely not deviate from it, and, guessing his speed, height, and how close the teleports brought him…knew thereabouts where his right shoulder might be.

The townsfolk dropped their weapons, stunned, as they saw the man in black fall backwards, struck by the blast to the shoulder, and disappear.

"May we?" she asked the townsfolk, examining her blaster casually, gesturing at the line. They stepped back and she smirked, nudging the Doctor over.

'_You didn't…_' he asked her quietly as they stepped back into the town boundary.

'_Set to stun,_' she reassured him, '_I'm not about to shoot-to-harm anyone without knowing who and what they are, friend or enemy._'

"Nice shot," someone commented. They looked over to see a man with a 'Marshall' badge on, standing there with his gun out, having been about to stop the mob when the Professor had taken care of that.

"Stunned _him_," she told him, "But I'm not above killing anyone else who tries to throw my husband to the wolves," she shot a pointed look at the crowd.

He nodded, before glancing at the crowd, "Any of you want to tell me what you were thinking?"

"Isaac, he said he was a doctor..." the young man replied, "An _alien_ doctor."

"That a reason to hand him to his death?" Isaac glared.

"But, Isaac, it could be him!"

"You know it ain't," Isaac turned to walk away, nodding at Amy as he passed, "Ma'am."

The Doctor brushed himself off and straightened his jacket, seeing the Professor frowning after Isaac with a suspicious look. He grinned, he loved that look, meant investigation and adventure for him. He took her hand and tugged her off, following Isaac with Amy and Rory behind them.

"Just let him go like that?" one man grumbled behind them.

~8~

Isaac walked into his office, over to his desk as the quartet entered behind him.

"What was that outside?" the Professor asked, wanting desperately to know why an entire town that had never before met the Doctor deemed it necessary for him to be sacrificed for them to some black-clad man.

Isaac sighed and sat on the corner of his desk, "The Gunslinger. Showed up three weeks back. We've been prisoners ever since. You see that borderline, stretching round the town? Woke up one morning, there it was. Nothing gets past it, in or out. No supply wagons, no reinforcements. Pretty soon, the whole town's going to starve to death."

"But...he let US in," Rory frowned.

"You ain't carrying any food, just four more mouths to feed. We'll all die even sooner now."

"And what happens if someone crosses the line?" the Professor wondered.

Isaac tossed her a Stetson…with a bullet hole in it.

The Doctor took it from her, putting his finger into the hole, "Ah, well...he wasn't a very good shot then."

"He was _aiming_ for the hat," the Professor remarked, eyeing it.

"He shoots people's hats?!" the Doctor looked at her.

"It was a warning shot."

Isaac sat a little straighter, "How do you know that?"

She glanced up at the man, "I know a deliberate shot when I see one," she shrugged.

Amy took the hat, eyeing it with Rory, "What does he want? Has he issued some kind of demand?" she passed the hat to Rory who handed it back to the Doctor who tossed it to Isaac.

"He says he wants us to give him 'the alien doctor,'" Isaac sighed.

"But that's you," Amy frowned, turning to the Doctor, "Why would he want to kill you? Unless he's met you…"

"And how could he know we'd be here?" Rory shook his head, "_We_ didn't even know we'd be here."

"We were aiming for Mexico," Amy told the man, "The Doctor was taking us to see the Day of the Dead Festival."

"I wanted a sugar skull," the Professor nudged him, "And he was _sweet_ enough to want to make a day of it."

The Doctor just grinned at her, "I'm always sweet when it comes to you," he tapped her nose.

"Mexico's 200 miles due south," Isaac remarked.

The Professor frowned, seeing the lights flicker above them as the Doctor turned to Rory, "Well, that's what happens when people get toast crumbs on the console," he eyed the humans pointedly.

"He doesn't want the Doctor," the Professor stated, taking a step into the room, "Not OUR Doctor at least."

"Then who does he want?" Rory asked.

"We're looking for one of the Kahler," the Professor stated as the Doctor's eyes widened, "A Kahler doctor," she turned suddenly, hearing a noise behind her, like someone lightly gasping at what she'd said.

"What's a Kahler?" Amy asked at the same time the Doctor asked, "How do you know?"

The Professor eyed the Doctor, "The Gunslinger," she began, "Had a marking on the side of his face, that squiggle thing," she looked at the humans who frowned, they'd been too far away to see it clearly, "Well, it's a Kahler marking."

"You could see a mark on his face from that far away?" Isaac looked at her, a cross between being skeptical and impressed.

She smirked, "You'd be surprised what I can see from a distance."

The Doctor nodded slowly, seeing the mark in her mind, seeing the other bits of the puzzle she'd worked out, like where _exactly _this Kahler doctor was at that very moment, "Anyway, I think it's about time we met him, don't you?" the Doctor asked, moving to lean against a railing.

"Who?" Isaac tensed.

"The chap outside said I could be the alien doctor, but you said I wasn't," the Doctor turned to Isaac.

"So you already know who it is," the Professor agreed.

"Two alien Doctors!" he grinned, "We're like buses!"

"Resident 81."

"So beloved by the townsfolk, he warranted an alteration to the sign."

"Probably because he's the one who rigged up these electrics, and we're guessing he's in here…"

"Because if half the town suddenly wanted to throw you to your death..."

"This is where you'd want to be."

Isaac glanced between them, "Do you do this a lot?"

They just smirked, "So when can we meet him?" the Doctor asked, hopping off the rail as the Professor looked at a cell in the back.

Isaac shook his head, "I don't know what you..."

"It's alright, Isaac," a man called behind them, "I think the time for subterfuge has passed, they're too clever," they looked over to see a man, dressed in a suit similar to the preacher's but lighter, with a long squiggly blue tattoo along the side of his face, get up off the bunk in the cell, throwing the blanket that had been covering him aside, "Good afternoon. My name is Kahler-Jex. I'm the doctor."

Isaac sighed and stepped past them, moving to unlock the cell, opening the door, gesturing him out.

"The Kahler!" the Doctor cheered, immediately stepping to the man's side and shaking his hand vigorously, "I _love_ the Kahler. One of the most _ingenious_ races in the galaxy, seriously. They could build a spaceship out of Tupperware and moss!"

Amy pushed the Doctor down into a nearby chair so he'd stop shaking Jex's hand or, what looked like, dislocate his shoulder, "Alright," she turned to Jex, "How did you get here?"

Jex moved to sit behind Isaac's desk, "My craft crashed about a mile or so out of town. I would have died if Isaac and the others hadn't pulled me from the wreckage."

"And you stayed?" the Professor put the pieces together, "As their doctor?"

"On my world, I was a surgeon, so it seemed logical and it gave me an opportunity to repay my debt to them."

"Listen to him," Isaac laughed, "Talking like it was nothing. Tell them about the cholera," he slapped Jex on the back.

"Now, Isaac, I'm sure our guests aren't..."

"Two years after he arrived, there was an outbreak of cholera. Thanks to the doc here not a single person died."

"A minor infection we'd found a treatment for centuries ago."

"No, no, no. What do you call them? The lectricks?"

"Using my ship as a generator, I was able to rig up some rudimentary heating and lighting for the town."

The Professor eyed him, something about all this _not s_itting right with her. The Doctor was so thrilled to meet a Kahler, but…the longer she was near him, the more on edge she grew, like…there was something about the man that made her _incredibly_ uncomfortable, and that _wasn't_ an easy thing to do. She'd learned to trust her gut after so long, "So why does the Gunslinger want _you_?"

"It don't matter," he tried to wave the question off, something she recognized as a divertive tactic, he was hiding something.

"We're just saying," the Doctor shrugged, his excitement slowly fading as he felt the Professor's tension about the man increase. It took a lot for her to get so agitated so quickly, "If we knew..."

"America's a land of second chances," Isaac explained, "We called this town Mercy for a reason. Others...some round here don't feel that way."

"Now, Isaac, we've discussed this," Jex cut in.

"People whose lives you saved are suddenly saying we should hand you over."

"They're _scared_, that's all. You can hardly blame them."

"Them being scared, scares me. War only ended five years back. That old violence is still under the surface. We give up doc Jex, then we're handing the keys of the town over to chaos."

"Did you try to repair your craft?" the Professor asked suddenly, "Surely someone with your skills..."

"It really was very badly damaged," Jex shook his head.

The Professor frowned at that, a Kahler, claiming such a thing, being able to do what he'd already done for the town…and if it _was that_ badly damaged…how did the generator survive impact?

Something was wrong here, _very_ wrong.

The Doctor stood, sensing this as well, "We evacuate the town. Our ship's just over the hills. Room for everyone," he moved to sit on the desk, gesturing at himself and the Professor, "We'll pop out, bring it back here, Robert's your uncle."

"Really?" Amy raised an eyebrow, "Simple as that? No crazy schemes? No negotiations?"

"I've matured," the Doctor defended, ignoring the Professor's snort, "I'm 1,200 years old now. Plus, I don't want to miss 'The Archers.'"

He stood up and picked up the Stetson, heading for the door with the Professor.

"Oh, so you're not even a tiny bit curious?" Amy asked.

The Professor stiffened, "To be honest Amy…" she glanced back, "I'm not entirely sure I want to know."

Amy and Rory stared at her, shocked, the Professor was usually the one so gung-ho to learn new things and here she was, passing up an opportunity.

"Why would _I_ be curious?" the Doctor added, sensing that the Professor just_ really_ wanted to leave the room, Jex unsettling her for some reason, "It's a mysterious space cowboy assassin. Curious? Of course I'm not curious," he took her hand, stepping outside.

"Son?" Isaac called, making the Doctor step back in, the Professor remaining in the doorway, "You've still got to get past the Gunslinger. How you going to do that?"

He put the Stetson on, "With a little sleight of hand," before stepping out again.

~8~

Of course, the 'sleight of hand' included putting Rory and Isaac in a dangerous situation, one of them dressed up in Jex's coat and hat to draw the gun wielding alien away, while leaving Amy alone with another alien the Professor didn't fully trust, but they'd done it. Now they just had to get out of town and back to the ship…not that they specified _which _ship they were headed for.

The Doctor rushed up to the preacher as the man was hitching his horse to a post, "Can we borrow your horse please?" he asked, "It's official Marshall business," he mounted it quickly, holding out a hand for the Professor to get on behind him.

"He's called Joshua," the preacher smiled, "It's from the Bible. It means 'the Deliverer.'"

The horse neighed at that, making the Professor laugh, "No, he isn't."

"What?"

"We speak Horse."

The Doctor nodded, "He's called Susan. And he wants you to respect his life choices," before kicking the horse into a gallop down the dirt road out of town.

"What's that?" the Professor called, spotting something after they'd gotten a good distance away.

The Doctor slowed the horse, spotting it as well, "Whoa, whoa, whoa, whoa," Susan neighed, "Yeah, we know we're in a hurry. We just want to check something out," the Professor dismounted, the Doctor following, "Two ticks. There's something niggling us."

Susan snorted and the Professor nodded, "Yes," she knelt down, touching something on the ground, "Yes, it could be important."

Susan whinnied and the Doctor looked over, "Oi, don't swear!"

"Look," the Professor pulled his attention back, to see a hose running along the ground. She picked up a length of it, tugging it loose so she could stand, the Doctor sonicing it quickly before taking hold a moment. They looked to the side to see the line went in the direction of town, and then the other way where it continued.

They rushed back to Susan, getting on and following the line to the end where it sparked, "Whoa, whoa, whoa, whoa, whoa, whoa," the Doctor stopped the horse, the two of them getting off, "Yes, I wear a Stetson now," he added as the horse neighed.

The Professor was already over by a mound that was connected to the line, pulling a tarp off to reveal an egg-shaped ship, white and intact.

Susan snorted.

"Yes," she agreed with the horse, "Good point, Susan," she rested a hand on the ship, scanning it, "Where IS the supposed damage?"

The Doctor climbed on top of it, knocking on a hatch before sonicing it open, setting off a blaring alarm. He looked at the Professor, holding out a hand to help her up beside him before he jumped down in, right into a seat before a computer. The Professor fell down in behind him, just enough room to stand behind the chair, hunched over, her arms draped around his shoulders.

"Security breach," the computer called, "You have ten seconds to enter the pass-code or this vehicle will self-destruct," the Doctor quickly soniced the command panel, "Thank you for choosing Abaraxas Security Software. Incinerating intruders for three centuries. Nine, eight, seven…"

The Professor rolled her eyes and reached forward, punching in an override command that came standard with all Kahler ships.

"Self-destruct over-ridden," the computer announced.

The Doctor looked at her questioningly.

"2,700 forms of transport," she reminded him of the list of vehicles she had been trained to know how to fly.

He frowned, "And that included a Kahler ship?" the Kahler hadn't had any part in the Time War.

She sighed, "They were deemed neutrals. All Academics were expected to know how to manipulate enemy, neutral, and ally ships. Anything that could be used for or against us."

He blinked, thinking back to what she'd said one Christmas, "Hot air balloons?"

"Don't ask me to explain the logic of the High Council," she shook her head, before frowning as she looked at the monitor, "This is an awful lot of security for a Kahler spacecraft..."

"Awaiting command," the computer stated.

The Doctor turned back to it, feeling her getting more suspicious the more they learned, "Tell me everything you can about the Gunslinger," he ordered.

"File not found," the program stated as he groaned, "Please choose from…Technical Specifications, Flight Recorder, Personal Files, Maps and Charts."

"Personal files of doctor Kahler-Jex," the Professor called.

The monitor flicker and Jex's face appeared, with a scrolling text next to it, coupled with videos, "Names of deceased subjects can be found on the drop-down menu," Jex stated.

The Doctor felt the Professor put a hand on his shoulder, squeezing it hard as they watched files pop up of people screaming in pain and agony, the information on what was happening scrolling quickly into view.

He reached up and put his hand on the Professor's, squeezing back, knowing where her mind had gone to with this new information, with knowing what Jex had done…

~8~

The Doctor stood up in the entrance to the capsule, grim, hopping to sit on the side and reach in to help a somber, numb Professor out, when they heard a weapon whir behind them. They looked back to see the Gunslinger with his gun-arm at the Doctor's head, powering up.

"Don't shoot, don't shoot!" he shouted, holding up his hands.

"We know who you are," the Professor said quietly, her voice choked with tears that hadn't formed yet.

"And who Jex is too!" the Doctor added quickly, the Gunslinger lowering his weapon, "Now what I don't understand is why you haven't just walked into the town and killed him?"

"People will get in the way," the Professor whispered, resting her head on the Doctor's shoulder, closing her eyes tightly. After something like that happened to you, the LAST thing you wanted was for others to get hurt in the same way or because of you.

The Doctor nodded, reaching up a hand to run his fingers through her hair, "Look," he turned back to the Gunslinger, "You want justice, you deserve justice, but this isn't the way. We can put him on trial, we can..."

The man just raised his gun, "When he starts killing YOUR people, you can use YOUR justice," the Doctor eyed the gun warily till the Gunslinger lowered it once more, "No more warning shots. I'll kill the next person to step over that line. Make sure it's Jex."

And with that, he walked away, back into the desert.

~8~

Back in the Marshall's office, Jex was standing in front of the wall, Isaac, Rory, and Amy facing him, "It was stupid of me, I realize that now," he spoke of how he'd tried to hold Amy at gunpoint to leave, "I just thought I'd put you all in enough danger, perhaps if I left..."

The Doctor entered and stalked over to Jex, "He's lying. Every word. Everything he says, it's...all..._lies_. This man is a _murderer_."

Rory looked over to see the Professor remaining near the door, her left arm crossed over her chest, her right hand in a fist pressed against her mouth as she looked at the floor, clearly upset.

"I am a _scientist_," Jex stated, offended, pulling Rory's attention back.

"Sit down!" the Doctor snapped, but Jex refused, "SIT DOWN!" he shoved the man as he sat back in a chair behind him, "Tell them what you are."

"What am I? A war hero."

"Ok, somebody want to tell me what's going on?" Isaac asked, confused as to why this man was acting so coldly to the town hero.

"The Gunslinger is a cyborg," the Doctor began.

"A what?"

"Half man, half machine. A weapon. _Jex_ built it."

"He and his team took _volunteers_," the Professor said quietly, her eyes locked on Jex, though everyone could see tears in them, "And told them they'd been selected for _special training_, then _experimented_ on them, fused their bodies with _weaponry_, and _programmed_ them to _kill_."

"Ok," Isaac frowned, "Why? Why would you do that, doc?"

"We'd been at war for nine years," Jex sighed, "A war that had already decimated half of our planet. Our task was to bring peace, and we did. We built an army that routed the enemy and ended the war in less than a week. Do you want me to repent, to beg forgiveness for saving millions of lives?"

The Professor flinched, "And how many died _screaming_ on the operating table before you had found your _advantage_?"

She could still remember it, lying in her bunk, curled up, her hands pressed to her ears like the others as they heard the screaming down the halls…

"War is another world. You _cannot _apply the politics of peace to what I did. To what any of us did."

Rory frowned, "What happened then? How come you're here?"

"When the war ended they had the cyborgs _decommissioned_," the Professor told them.

The Doctor turned and walked over to her, hearing a crack in her voice the others could not. He quickly pulled her to him, holding her tightly, resting his forehead to her temple as he rubbed her arms, trying to calm her down.

This was too much.

This was too similar.

What Jex had done…what she had endured…it was too much.

Jex nodded, "But one of them must have got its circuitry damaged in battle. It went offline and began hunting down the team that created it until just two of us were left. We fled, and our ships crashed here."

"So…what do we do with Jex?" Rory looked at the humans.

"What do we do with him?" Isaac shook his head, not following.

"Yeah. I mean, he's a war criminal."

"No, he's the guy that saved the town from cholera, the guy that gave us heat and light."

"Look, Jex may be a criminal and, yeah, kind of creepy…" Amy began.

"And still in the room," Jex reminded them.

"But I think we should put aside what he did and find another solution," Amy continued as though Jex hadn't spoken.

"Another solution?" Rory scoffed, "It's him or us."

"When did we start letting people get executed? Did I miss a memo? Doctor, tell him."

The Doctor looked up at the call, "Hmm? Yes. I don't know. Whatever Amy said."

Rory rolled his eyes and turned, he knew the Doctor would agree with Amy, but he knew someone who would agree with him, "Professor?"

She shook her head, staring, unseeing, at the floor, "I shouldn't have a say."

"Why not?" Isaac asked.

The Professor looked up, her gaze hard as she eyed Jex, "I can't exactly be an impartial judge, can I?" she asked Amy and Rory.

Jex and Isaac frowned, confused, but Amy and Rory's eyes widened, seeing what she meant.

A group of special people, taken from their families, forced into specialized training, taught to use weapons, made to kill…just to win a war that had been raging for ages, as a means of tipping the scales…it was_ just _like on Gallifrey.

It was just like what happened to her.

"Looking at you, Doctor," Jex nearly sneered, "Is like looking into a mirror, almost," the Professor flinched, she'd been thinking the same thing of her and the Gunslinger, "There's rage there, like me. Guilt, like me. Solitude. Everything but the nerve to do what needs to be done. Thank the gods my people weren't relying on you to save them."

The Doctor snapped then, because the woman in his arms had been the one their people relied on to save them, and it had destroyed more of her than she let on. He was _not_ about to let this man make anyone believe that what he'd done had been_ right_.

He turned and rushed at Jex, furious, "No. No, but these people are. Out! Out! Out!" he grabbed Jex and shoved him towards the door, the Professor stepping back, making no move to stop him, simply following him out, watching as he shoved Jex through the town, Amy, Rory, and Isaac rushing after them.

"MOVE!" the Doctor snarled.

"No," Jex pleaded.

"MOVE!" he shoved him hard, towards the boundary. He pushed Jex as hard as he could, sending the man stumbling over the line, falling into the dirt as the townsfolk gathered to watch. He stepped back into the town line, grabbing a gun out of a man's holster and turning, aiming it at Jex as the man tried to cross back into town.

Jex raised his hands, fearful, "You wouldn't."

The Doctor cocked the gun, "I genuinely don't know..." he looked back at the Professor, if _she _told him to stop…he would.

She held his gaze a moment before looking down, she couldn't say it. She could understand the Gunslinger, empathize with him in a way _no one_ in this town could. She could understand the justice he was seeking from Jex.

If she'd had the chance, she would have done the same.

"Doctor," Isaac called, making it over to him and the Professor, "Doctor!"

The Doctor just whirling on Isaac with the gun, but Amy fired another gun into the air, lowering it to aim at the Doctor as he lowered his gun…

Only for the Professor to raise hers at Amy, which allowed him to turn his gun on Jex, keeping the man from trying to sneak back in.

"Let him come back, Doctor!" Amy demanded.

"Or what?" he scoffed, "You won't shoot me, Amy!"

"How do you know?" Amy asked, "Maybe I've changed," she cocked the gun.

"You do that Amy and I _will_ shoot you down," the Professor threatened, her blaster whirring, her arm steady, "Nothing and no one is more important to me than the Doctor, not even you."

Amy swallowed hard, knowing full well that, while the Professor would hate to do it, she WOULD do it if she dared fire at the Doctor.

"Amy," Rory called, pleading with her.

Amy lowered the gun, to wave it around, trying to not seem as threatening to the woman, "You've clearly been taking stupid lessons since I saw you last," and accidently shot the ground, "I didn't mean to do that!" and again.

"Ok," Isaac cut in, "Everyone who isn't an American, drop your gun!"

The Doctor glanced at the Professor who nodded, walking over to Amy, lowering her blaster in the process as he kept an eye on Jex.

"You don't know what he_ did_ Amy," she said quietly to the girl as soon as she was near enough, "We could end this right now."

"That's not how we roll and you know it," Amy countered, "Or at least you did. What happened to you?" she shook her head, she'd seen the Professor use her blaster to defend, but never to kill in cold blood as she seemed willing to do now, as she seemed willing to let the Doctor do, "When did killing someone become an option."

"You misunderstood me Amy," she said, "I didn't mean end this Gunslinger threat, because he _isn't _one," Amy frowned at that, he seemed pretty much like a threat, "I meant end what he did. End it all, keep it from happening again. He lives Amy, and he WILL do it again. He'll have the knowledge to pass down, it will start all over again. Hundreds more will suffer and die if he escapes."

"Jex HAS to answer for his crimes," the Doctor called, agreeing.

Amy nodded, seeing what the Doctor was doing. He wasn't seeing Jex and the Gunslinger, he was seeing the High Council and the Professor. This wasn't about getting retribution for the Gunslinger, but for the Professor, for what had happened to her, for what he hadn't been able to protect her from.

"And what then?" she asked, "You going to hunt down everyone who's made a gun, a bullet, or a bomb?"

The Doctor rounded on her, forgetting Jex a moment, "They keep coming _back_, don't you see? Every time I negotiate, I try to understand. Well, not today! No! Today I honor the victims first! His, the Master's, the Daleks', all the people who _died_ because of MY MERCY! All the people who had been hurt because I showed them MERCY!"

Amy blinked, "Like the Professor?" she asked.

The Doctor's jaw tensed, stepping away from her.

Amy shook her head at him, "See, _this_ is what happens when you two travel alone for too long. Well, listen to me, we can't be like him. We have to be _better_ than him."

"Being better than him means actually caring about someone else," the Professor cut in, "I don't know about you Amy, but right now, I only care about the Doctor and the Gunslinger."

"You care about that monster?" the young man from before cried.

She turned to him, such a tired, weary, devastated, haunted look in her eyes that Amy could feel her own filling with tears, "I _was _that monster," she told the boy.

Amy swallowed hard, to the Professor, letting the Gunslinger take Jex would be being better than the man. Because Jex hadn't cared about Kahler-life, he'd hurt them, he hadn't shown them honor or justice. To the Gunslinger, killing Jex would be protecting their people, making sure this wouldn't happen to anyone ever again.

The Doctor sighed, knowing this was getting to the Professor, but knowing he couldn't expose the humans to this sort of violence, doing so would only spark a vengeful hate in them, make them think every act of revenge was a worthy one, "Fine," he cut in, "Fine..." he looked at the Professor, "We think of something else."

She eyed him a moment, before looking down and shaking her head, but knowing she couldn't say anything. She'd already said she couldn't be an impartial judge, she knew her own experiences would cloud her judgment, she truly _shouldn't_ have a say.

The Doctor nodded and handed the gun back to the man he'd taken it from, "But frankly," he added, glaring at Amy and Jex, "I'm betting on the Gunslinger," he turned and held out a hand to Jex, waving him back, "Jex, move over the line. Now."

All this while the Gunslinger had been moving closer, and now, he was right behind Jex, his gun raised to the back of the man's head.

Jex turned to face him.

"Make peace with your gods," the Gunslinger gave warning.

"Kahler-Tek, isn't it?" Jex asked, "I remember all your names, even now. Please. I'd never hurt anyone again. I'm even _helping_ people here."

"Last chance. Make peace with your gods," he prepared to fire when Isaac ran out.

"No!" he pushed Jex away just as the Gunslinger fired, taking the shot for Jex, pushing him into the town line in the process.

The Doctor ran over to him, kneeling down as the Professor just walked to the man's feet, standing there, silent.

"Isaac!" the Doctor checked him, "Isaac, Isaac, it's ok, it's ok. It's ok, we can get you to Jex's surgery, he can save you."

Isaac grabbed his hand, "Listen to me, you've got to stay, you've got to look after everyone."

"It won't come to that, Isaac."

"Protect Jex. Protect my town," he gasped, "You're both good men...you just forget it sometimes..." he struggled to roll onto his side, looking up at the Professor, "I'm sorry," he breathed his last breath.

The Doctor stood up a moment later, trying to pin the Marshall badge Isaac had given him to his lapel. The Professor walked over, taking it from him to put it on.

He smiled at her softly, kissing her forehead before resting his to hers a moment.

"Keep him _away_ from me," the Professor whispered, a tear falling from her closed eyes.

Amy bit her lip hard, trying not to cry at the sight. She'd never really seen the Professor cry before, or sound so broken, only in the Asylum really. She knew she'd hurt the woman by defending Jex, but to see it…to see the woman who was so strong, so…_afraid_…of Jex…it killed her to know she had a hand in its continuance.

The Doctor nodded, wiping the tear away, before turning to the stunned townsfolk, "Take Jex to his cell. If anything happens to him, you'll have me to answer to."

A few men stepped forward and grabbed Jex, leading him back to the jail as the Doctor turned to the Gunslinger.

"This has gone on long enough."

"You are right," the man aimed at the Doctor, only for the Professor to lift her weapon as well.

"I fired at you once," she warned him, "No matter what reason you may have, you threaten _my _Doctor I will _end_ you."

The Gunslinger eyed her, lowering his weapon. He'd heard her speaking, defending his choice to want justice, calling herself a monster like him. He could only guess what that meant, but he could tell they were similar spirits.

He looked at the Doctor, the new Marshall, "You've got until noon tomorrow. Give him to me, or I'll kill you all."

And with that, he teleported away.

The Doctor sighed and turned to face the rest of the town.

"Oh, my God," Amy tried to lighten the mood, "You're the Marshall."

"Yeah," he sighed, nudging the Professor, "So you're my deputy," he whispered to her.

She nodded, taking a breath and turned to head back to the jail with the Doctor, she paused by Amy, just looking at her, "I hope you're happy Amy. Jex is alive."

And with that, she turned and headed off, leaving Amy staring at the ground till Rory sighed and went to comfort her. He didn't agree with what she'd done, but he knew she felt terrible about it now.

~8~

That night Jex was standing in his cell, the Doctor standing just outside it, watching the Professor who sat, her arms crossed, on a chair beside him, his arm around her shoulders, watching Jex silently. Rory and Amy sat behind them at the Marshall's desk when there was a knock on the door.

"Come in," the Doctor called, not taking his eyes off the Professor.

The preacher entered and removed his hat, "Marshall..." he greeted, "Deputy," and noticed Amy, "Ma'am," and then Rory, "Fella. You need to come outside."

"Why?" the Doctor's hand trailed to the Professor's hair, stroking it, playing with the little feathers in it, smiling when he saw he'd earned a little smile from her for it, "What's wrong?"

"Just come outside. And you should put that on," he nodded towards a holster hanging on a hook by the door with a gun in it.

The Doctor sighed, "Stay here," he whispered to the Professor, kissing her head, knowing she wasn't in any sort of mood to be dealing with a likely near-hysterical mob right now.

"No," she shook her head, getting up, "I can hear them."

He nodded slowly, looking at the holster as Amy and Rory stood.

~8~

The preacher stepped out onto the porch of the jail, the Doctor and Professor following, the Doctor's arm around the Professor's waist, while Amy and Rory stepped out behind them. They paused, seeing a group of townsfolk standing in the street, including the young man, the bartender, and a number of other citizens.

The Doctor hooked a thumb over his belt, "What's going on?" he asked.

"He in there?" the young man asked nervously, "Leave the keys and take your lady for a walk. Time you get back, this'll all be done."

"I promised Isaac I'd protect him," the Doctor replied, solemn, he _did_ regret the promise, but he wasn't one to ignore a man's dying wish, "And my wife has taught me quite a lot about honor."

"Protecting him got Isaac dead. Tomorrow it's going to get us all dead."

"We thought Isaac was right to fight," another man spoke up, "But it's different now. We've got to say, 'Alright, we lost,' and give that thing what it wants."

The Doctor and Professor paused on the edge of the porch as the bartender stepped up, "What it wants is to kill our friend!"

"Look, we don't got ill feelin' toward the doc," the young man turned to her, "We just thinkin' 'bout our families. Hand him over and we all safe again."

"You know I can't do that," the Doctor sighed.

"Then we got us a problem," the young man pushed back his coat to expose his own holster with a gun ready.

The Doctor felt the Professor tense beside him and kissed her temple, nuzzling his nose against it, soothing her, before pushing back his coat to expose his own gun, "Please don't do this."

"Why? Reckon you quicker than me?"

"_I'm _almost certainly not," he agreed, nodding minutely towards the Professor who was a quicker draw than most, "But this? Lynch mobs? The town turning against itself? This is everything Isaac didn't want."

The young man drew his gun.

The Professor's eyes narrowed and she took a single step down the stairs, "How old are you?"

"Nearly 19."

"So 18 then," she stepped onto the street, "Too young to have fought in the war, so I'm guessing you've never shot anyone before, have you?"

"First time for everything," he cocked the gun.

And then the Professor whipped out her blaster and fired, knocking the gun right out of his hand and down to the ground, stunning the crowd.

"I have," she told him, a hint of a threat in her voice, "I HAVE fought in a war, one you couldn't imagine in your worst nightmares. I've done worse things than just shooting someone. I've killed creatures you wouldn't ever want to meet. So_ don't test_ me boy, or the next shot won't be to spook you," she turned to glare at the crowd, "And the next person who attacks the Doctor, MY Doctor, I will snap your neck. Man, woman, or child," she turned back to the young man, "It wouldn't be the first time."

The Doctor couldn't help the frown that appeared on his face. They should have left. They _never _should have come there, gotten so involved. The Professor had made such progress in this body, finally put the war behind her as much as anyone could, come to terms with what had happened, accepted the new strengths and weaknesses that had developed because of her training. But this? This was bringing up_ everything_ all over again, this was testing her, this was seeing herself in the Gunslinger, this was her learning that what happened to her _hadn't _been unique…

And that was _so much worse_ to know.

Because if it had_ just_ happened to her, then no one else would have suffered as she had, she didn't ever want anyone to suffer what she had. Now she would be forced to realize that the monsters who had made her, monsters just like them, existed in the Universe. That was why she, the strongest woman he knew, was actually SCARED of Jex.

"That's how it all started," the Professor continued, trying to calm herself down, trying not to get worked up, she was letting too much slip, too much get to her, "Jex turned someone into a_ weapon_. And because of that, you're going to become a killer too? Don't you see? Violence doesn't end violence, it extends it. Evil begets evil. I can see it in you, you _don't _want to do this. You _don't_ want to become that man. Trust me," she stared the young man in the eye, "I've been there, I've become it, no one should be like me."

"There's kids here," the young man said quietly, greatly affected by her words, by the pain in her eyes.

"We know," the Doctor stepped down, to the Professor's side, "Who we can save, if you'll let us."

"He really worth the risk?" the young man whispered, for the first time the fear he'd been trying to cover showing.

"Not even remotely," the Professor answered truthfully, "If it were up to me, I'd gladly hold him down as the Gunslinger killed him," the crowed shifted, a bit unsettled that a lady would speak so, "But, while _he_ might not be, _you_ most certainly are."

The young man nodded, and walked away, scooping up the gun, the men following as the rest of the crowd drifted off.

"Amazing," the Doctor whispered, kissing her forehead, "You are absolutely amazing."

She gave him a small, tired smile, "Frightened people," she crinkled her nose a bit, "Give me a Dalek any day."

He grinned at her, giving her nose a peck before he turned and led her past Amy and Rory, back into the Marshall's office. He paused, sparing a glance at Jex, sitting up in his cell, before he put the holster on the hook.

"Fresh coffee, Marshall, deputy," the undertaker walked over with two cups for them, "For what it's worth, I know you're going to save us. Isaac made you Marshall for a reason, and if you're good enough for him, you're good enough for me. Reckon you should know that."

The Doctor held up his cup, toasting with the Professor, "Thank you," he sipped it before setting it down, leaning on the railing, looking at the Professor…until the undertaker began to measure his shoulders again, "Oi! Get out of it!"

The undertaker left as the Doctor pulled off his Stetson and rubbing his forehead.

"Let me guess," Jex called, "The good folk of Mercy wanted me to take a little stroll into the desert. You _could _turn a blind eye. No one would blame you. You'd be a hero."

"But I can't, can I?!" he turned and stalked towards the cell, the Professor moving to lean against the railing, her arms crossed, watching, but keeping back, "Because then Isaac's death would mean nothing! Just another casualty in your endless, bloody war!" Jex lied down on his bunk, "Do you _want_ me to hand you over?! Is that what you want?! Do you even know?!" he turned away in frustration.

"You think I'm unaffected by what I did?" Jex sat up, glaring at the Doctor as the Professor eyed him, "That I don't hear them screaming every time I close my eyes? It would be so much simpler if I was just one thing, wouldn't it? The mad scientist who made that killing machine or the physician who has dedicated his life to serving this town. The fact that I'm both bewilders you."

The Doctor turned and walked back to Jex, "Oh, I know _exactly _what you are. And I see this reformation for what it really is. You committed an atrocity and chose _this_ as your punishment," he started pacing, the Professor watching him silently, "Don't get me wrong, good choice. Civilized hours, lots of adulation, nice weather. But…BUT! Justice doesn't work like that. You don't get to decide when and how your debt is paid!" he sighed and leaned against the railing beside the Professor, dropping his head onto her shoulder as she rested her head on his, her eyes fixed on Jex.

"In my culture," Jex said after a moment, "We believe that, when you die, your spirit has to climb a mountain, carrying the souls of everyone you wronged in your lifetime. Imagine the weight I will have to lift," the Doctor looked over, "The monsters I created, the people they killed, Isaac. He was my _friend_," he walked to the bars to look at them, "Now his soul will be in my arms too. Can you see now why I fear death? You want to hand me over. There's no shame in that. But you won't. We all carry our prisons with us. Mine is my past, yours is your morality," he turned and lied back down on his bunk.

"'We all carry our prisons with us,'" the Doctor mocked, "Ha!"

~8~

The silence had lasted two hours, the town outside still in the dark of night, as the small quartet kept in the Marshal's office, waiting. Amy and Rory sat by the desk, the Doctor looking out the window beside it. The Professor, however, was sitting on a stool, one leg crossed over the other, her arms crossed over her chest, eyeing Jex as he lay in his cell, wide awake, unable to sleep.

She shook her head slowly, it was _too _similar.

Never ignore a coincidence.

"Have you ever heard of Gallifrey?" she asked suddenly in the quiet. Jex looked over as Amy, Rory, and the Doctor looked up, "Of the Last Great Time War."

"Whispers of it, yes," Jex nodded, moving to sit up on his bed, "The Time Lords against the Dalek Empire."

She nodded, "And the Academics?"

"Oh _marvelous_ creatures," Jex smiled lightly, not seeming to notice the Professor stiffen, "The soldiers that the war made of them…they were the template for our Cyborgs. We weren't able to replicate that level of training, having to resort to the adaption of weaponry fused to flesh, but we mimicked it rather well I'd say," he shook his head, "Oh the things the Academics were said to be able to do…incredible."

The Professor nodded slowly, getting up as the trio watched her, "Yes, I suppose it _is _incredible," she swallowed hard, her eyes on Jex as she slowly made her way to the cell, "It's incredible that I can shoot a man down, between the eyes, from half a mile away, with a simple gun, just at a glance. It's incredible that I know exactly what wires to cross to turn the electricity powering this town into a time bomb. It's incredible that I can strap you to that bed and dissect you, tear you apart, piece by piece, in a way that keeps you alive till the very end. _That_ is only the _tip_ of the iceberg of what my training has afforded me. It truly is _incredible_," she nearly sneered the last word.

Jex's eyes widened as he realized _exactly_ who was standing before his cell, an Academic, and that she could indeed do what she had spoken.

She leaned forward, curling her hands around two of the bars, staring at him so deeply that he could see the torment of her soul magnified by the tears in her eyes, "You may be afraid to die because of the monster you created, but you have _no idea_ what it's like to be afraid to _live _because you ARE that monster," she shook her head as she pulled back, "You're scared of the Gunslinger, you should be afraid of _me_. I'm a far worse monster than he could _ever_ be."

And with that she turned and walked out of the office, unable to look at the humans, unable to face the fact that everything she'd said…had been the truth.

Amy and Rory exchanged a look as the Doctor glared at Jex, who fell back onto his cot in shock, before he stepped out after the Professor. The humans quickly got up and followed, slowing when they saw the Doctor standing on the porch, the Professor sitting on the steps, looking up at the stars, her blaster in her lap, absently being fiddled with by her hands.

"You know…" she began after a few moments of silence, knowing who was behind her, "They didn't just train us…they _did_ experiment on us too."

Amy and Rory's eyes widened at that, never having heard that part of her training before, the Doctor just looked grim, already knowing.

"They actually cut into our brains near the end," she shook her head, laughing bitterly at that, "The largest taboo of our people, you don't touch their minds, the High Council broke. You'd be surprised what searing a nerve ending here or there, utilizing scar tissue, making lesions can do to your senses if put in the right spot. I can smell things, and see things, and hear things…beyond…" she shook her head and then nodded towards the small chapel set up, "There are 17 people in there, 7 adults, 4 men, 3 women, 10 children, 6 girls, and 4 boys. 12 men in the saloon, I can hear them arguing about whether or not we're right in still protecting Jex even now…"

She sighed, "And then there was the experimental mental conditioning techniques, which were meant to break down our mental defenses, drop information into our minds. Did their jobs too well it seems," she shook her head, "It's _seared_ into my mind now, all that knowledge about war, the tactics, the weapons, the combat, the transport…I'll NEVER be able to forget it. Not ever."

She swallowed hard, "And then there was the muscle augmentation operations. Meant to make us stronger, able to endure more, last longer. To be activated upon regeneration," she shrugged, "I suppose that explains why they would kill us mid-process if we started to regenerate before the final test was implemented."

~/~\~

_She was shaking as she sat curled up in the Core, hardly able to breathe the radiation in the room was so thick. Fading, but…it had been excruciating. They'd been creative this time, made the floor burning hot, increasing the gravity as they flooded it with radiation, crushing her down and burning her as it did. But it had lightened, she knew what that meant, someone was coming to get her, whether for more training or more punishment she didn't know._

_She swallowed hard, staring up at the door when it opened…and President Rassilon stood before her, smirking down at her, "And how is my Lady Professor today?" he eyed her, "Still alive I see," he shook his head, "I shall have to see the Technicians do something about that."_

_She glared weakly up at him, "You won't."_

_His lips pursed, "And why do you think that?"_

"_I'm an Academic," she tried to speak, her voice cracking, "I make connections…you won't kill me."_

"_And why should YOU be so important?" he spat._

"_I don't know," she tried to shrug only to groan in pain, it hurt to move, "But you would have let the Guards kill me instead of dragging me out."_

_The Guards did that, whenever they regenerated in the middle of training, they were ordered to shoot them. They were NOT allowed to regenerate. She didn't know why, she could guess though. None of her guesses were good. If a Time Lord was lucky, they would be able to bite down the regeneration, suffer through the agonizing wounds and pray to the stars that they'd continue to live…even though most wished for death, wanted to regenerate, to get out of the nightmare they were forced into._

_She had been regenerating, only hours earlier, or maybe it was minutes, she couldn't tell any more, she'd been in the Core for so long… _

_But she'd been regenerating…and the Guards had rushed her, injected her with something meant to suspend their regeneration, dragged her out, right to the makeshift infirmary, not that it could be called that. The infirmary well, the High Council was under the impression that if you were harmed, no one would be there to kiss it better on the field of battle, you needed to know how to handle yourself injured, brace yourself, keep going, heal on your own. She'd been cared for only enough to pull her out of the danger of regeneration…and it wasn't the first time it had happened._

"_And what does your mind tell you about that?" Rassilon smirked again, crossing his arms as he stood over her, "Why are YOU so important?"_

"_I just said…I don't know," she tried to spit it out at him, but it came out too breathy, to gasping, her chest hurt._

"_You disappoint me," he shook his head, "And you showed such promise too."_

_She frowned, "You keep me alive because of my potential?" she felt sick, she didn't want potential in this, she didn't want to be a soldier._

"_Oh no," he laughed, grinning dangerously at her, "You're alive only because of who you are."_

"_I'm the Professor."_

"_You are the only thing the Doctor would return for."_

_Her hearts stopped._

"_What?" she breathed._

"_Surely you are aware of the…bond between you," Rassilon's eyes shinned with delight at that, sounding as though he'd made the best discovery ever, "YOU are the only one he'd fight for."_

_She shook her head, realizing what he meant, realizing why they never let her off the planet. The Doctor, his feats were legendary, the things he'd done and seen…and…his care for her. Anyone who knew them in the Academy would vouch for their relationship being close, others would swear there was more there than friendship._

"_That's not true," she insisted._

"_We'll see," he murmured, "I wonder how fast he would run to the front lines if he finds out you're fighting too?"_

_Oh God…that was why. That was why they were keeping her alive, to draw the Doctor out, to pull him into the war. They were going to use her as a means to get to him, to manipulate him into fighting._

_She shook her head, "No," she blinked, tears in her eyes, "No, he won't run. He won't. He's too clever, he won't fall for it!"_

_Rassilon just laughed, "We'll see about that."_

"_He'll stop you!" she managed to shout as he turned to leave, making him pause in the doorway, "The Doctor will stop you. This war…he'll stop it."_

_Rassilon's lips pursed as he looked at someone outside the room, "I think a few more hours are in order," he ordered and a Technician ran past the door to the controls outside it, "Enjoy your time, my Lady Professor," he smirked, slamming the door shut, leaving her alone in the darkness._

~/~\~

"They didn't exactly fuse weaponry to us," she commented, pulling herself out of her thoughts to look down at her blaster, "Near enough though," she held it up to examine it, "They made it so we'd never be comfortable without a weapon in sight or on us, we'd never feel _safe_. They'd have these little flying droids that would attack us at random moments, wanting us to take our weapons with us from the training room. They disconnected them of course, couldn't have us mutiny, but they would activate them only 5 seconds before an attack was scheduled. After the operations we started to hear them activate, we'd know to pull them. If we were too slow, we got shot, not enough to kill us but…it _hurt_," her voice cracked, "They wanted us to depend on the weapons, to keep one on us, not that we needed one on us in the end," she put her blaster down and looked at her hands, "They made sure we'd _always_ have a weapon on us because we WERE the weapon."

She sighed and looked towards the border to the town, "It's like looking in a mirror you know. The Gunslinger and I. What happened to us can never be undone. The things we did, the things we were _made_ to do, will be with us forever. We will NEVER be able to wash the blood from our hands or erase the murder from our souls. They're tainted now. Stained."

"No you're not," Rory cut in quietly, feeling so terrible for the woman, knowing that this had to be getting to her. She never would have shared this much if it hadn't, "'Cos you only killed the enemy."

"Did I?" she glanced over her shoulder at him before returning her gaze to the stars, "The Academics, at times, were dispatched to nearby planets that were deemed neutral but Dalek-sympathizers. Binai is a monarchic planet, their tradition dictates that the King and Queen are _only_ to have two children, because they tend to live for a century or two. Whenever an emissary is sent, the royal children are to greet them. I was sent there, because they were Dalek-sympathizers, and we couldn't have them donating their army to the Dalek cause. My orders were simple, seize their attention, make a statement, have them declare their true neutrality, and ensure that they would hold their word. The Prince and Princess greeted me, as per their custom…" she blinked, "I snapped the Prince's neck and grabbed the Princess before they could even blink," she paused, hearing Amy gasp in shock, feeling bile rise in her at the memory, "He was _seven_. She was _four_," the disgust at what she'd done evident in her voice, "They couldn't risk me doing anything to her after that, they were only allowed two children after all, and _only _two, before the line would be given to a different branch of the family. I managed to get them to swear their neutrality, but I still had to ensure they wouldn't break their word. And do you know what I did?" she shook her head, scarcely able to believe _she_ had done it, "I put a transmitter on the Princess, fused it to her skin, with technology that only a Time Lord could reverse. If they did ANYTHING to help the Dalek cause, the transmitter would react…and she would become a bomb."

"Oh my God," Rory breathed.

"I had their word, but do you see?" she looked back at them, seeing the horrified expressions on their faces, knowing they could never feel more horrified than she was of herself, "I took what I knew of their customs and used it against them. They weren't my enemies, they just didn't like us. My training was so much worse than the others. They pushed me harder, they tortured me on higher levels, it was more painful, more prolonged, and when I regenerated…" she let out a scoffing laugh, "I became the best of the best. I was a soldier, I followed orders to a T, it was the _first time_ the High Council _allowed_ me off planet. They were always so afraid that I'd find a way to the Doctor before then, but after the training…they knew I'd return to give my report and await further orders. There wasn't even an _iota_ of what could _pass_ as humanity in me till I saw the Doctor again, and then it was only for a few hours," she shook her head at the humans, "THAT'S how bad I was during the war."

She turned back to the stars, "There are species extinct because of me. I've burned homes, temples, and safe havens to the ground. I've massacred soldiers, torn out the throats of beasts, listened to the screams of _children_ as they died…for no other reason than that it was the mission assigned to me. And because of that, there are planets out there where I'm a boogey man, a story that parents tell their children to make them behave. There are peoples who are _still_ afraid to even whisper my name. The Phimnies…" her voice broke, "There are species…who have killed themselves for fear that _I_ was coming to their planet. The Doctor is famous for healing. Me…what my name should mean, an educator, a teacher…it strikes fear in the hearts of the Higher Species."

She blinked, feeling tears filling her eyes as she sniffled, "I asked you once Amy, what could I have possibly done that was so bad…this is it."

Amy shook her head, tears falling from her eyes, "No," she walked over and sat beside the Professor, "No, that is NOT the Universe punishing you. You couldn't help it," Amy turned the Professor to face her, speaking fiercely, "You have done _so much_ to make up for it…"

"No I haven't," she shook her head, "You don't understand Amy, there is _nothing _I can do that would make up for this…there is nothing I can do to change what I've done. I can _never _make amends or get forgiveness from those I've wronged. Nothing I do will _ever_ be enough. Don't put me on a pedestal that I don't belong on. I'm exactly like the Gunslinger."

"You don't kill people now," Rory tried to argue, tried to get her to _stop_ being so hard on herself.

She let out a bitter laugh, "Do you really think that the Time Lords would have let us live if we'd won the war?" she shook her head, "The knowledge of war would always be in us, even if we regenerated into pacifists, the _potential_ is there. It wouldn't be worth the risk. They would have 'decommissioned' us just like Jex did to the cyborgs. And with my luck and how things happened for me, I'd have survived their decommissioning. And I WOULD have hunted them down, each and every one of them. Not for revenge, but to stop them from doing it to anyone else. So you see…" she shook her head, "HE is ME."

She sniffled and wiped her face, standing up, "Whatever you're planning to do with the Gunslinger, I_ can't_ help. I just…can't."

And with that, she turned and walked off, the Doctor sighing as she silently told him to leave her be for a few moments, that she just wanted to clear her head, get her emotions in check.

"It's hard," he turned to Amy and Rory, who was sitting by his wife, holding her as she cried for the pain the Professor felt, "For her to talk about the war, about what she did. In all the time we've spent together, all the people we knew, she's only ever talked to _one_ of our Companions about it," he sighed, "It always gets to her, talking about the Phimnies."

"Why?" Rory looked up.

He gave a tired frown, "Because what they did…happened _after_ the war was over. We'd touched down because we'd picked up a distress beacon. As soon as they found out who she was, they ran off, sounding alarms. We thought something was wrong and went after them…only to find them dying from poison, crying out that the Professor had come for them," he shook his head, "She knew that there had been species to do that_ during_ the war, but to be confronted with that _after_…it nearly killed her," he rubbed his forehead, "It kills her now, to know she's still that feared."

"Well WE don't fear her," Rory declared.

The Doctor looked over at him, "Even after hearing that?"

Amy nodded with Rory, "That's who the High Council made her," Amy stated, "That's not who she IS."

The Doctor smiled at them, sensing the Professor's hearts lift just that little bit as he'd projected their words to her. He knew, hearing them say that, after what she'd revealed to them, meant the world to her. Because this version of her was so much like her first incarnation, her truest self, that Amy and Rory knew her like this, but acknowledge who she'd been, touched her. _This_ was who she was, this was who she was meant to be, he knew it in his hearts.

Everything she'd been through, done, and overcome, made her into the incredible woman she was today, the woman he had always and would _always_ love.

He blinked, smiling more as he felt her starting to smile too, whenever she was reminded of the war. She would always start to wonder how it was possible that he could love her, given what she'd done. He would always remind her that what she'd done made her stronger, made her more compassionate, more understanding, empathetic, wiser and more incredible. He'd remind her that the regret she felt, could never make her a monster, because monsters felt _nothing_.

'_I love you,_' he heard her whisper in his mind.

'_I love you too,_' he told her.

~8~

That morning would find the Doctor standing in the center of town, in front of the bank, the Professor beside him, unwilling to let him face any sort of danger by himself. She wouldn't interfere with what he had planned, but she wouldn't attack the Gunslinger either. She glanced over her shoulder at the clock on the bank as it chimed noon.

There was a noise of air being displaced and they could see the Gunslinger enter the town in the distance, striding down towards them. The Doctor glanced at the jail, hoping the rest of the plan would go right.

The Gunslinger moved closer, the Doctor's hand twitching by his holster while the Professor crossed her arms, ready. If the Gunslinger really _did_ attack the Doctor, she would get him out of there, but she refused to harm the Gunslinger unless he truly attacked with the intent to harm.

The Gunslinger eyed the duo a moment, but frowned when he didn't see Jex. He lifted his gun-arm, but the Doctor quickly raised his sonic in the air, turning it on to a high-pitched noise. The Gunslinger groaned in pain, dropping his arm as the windows around them were blown out. He began to shoot wildly, the Professor grabbing the Doctor's arm and pulling him off for cover as the other men, all with a similar tattoo as Jex began to run around, distracting the man till they could get Jex out.

They ducked into the saloon, a man running out having just gotten his face painted by the bartender. The Doctor rushed over and sat down, the bartender getting to work on painting his face…when they heard an explosion outside.

"He's in the church," the Professor called, having kept a lookout in the window.

The Doctor was off the stool and grabbing her hand, running out of the saloon, stopping when they spotted Jex hesitating in his escape at the sound of the explosion.

"Go!" the Doctor shouted, "Just GO! We can't save them while you're here!" they ran off towards the church, Jex heading for the desert.

"Deactivate automatic targeting," they could hear the Gunslinger as they neared him, "Switch to manual," he turned on the Doctor as they approached, his hands raised, "Where is he?"

"He's gone," the Professor told him, a hint of regret in her voice, empathizing with his need for justice.

"WHERE?! ANSWER ME!"

The Doctor tensed, "Away from here. Look up. Any second now you'll see the vapor trail of his ship. This is their home, not the backdrop for your revenge! Look up. Go after him, take this battle away from..."

Suddenly there was a loud radio feedback, "Kahler-Tek," Jex's voice came over the electrics, "Kahler-Tek."

"Jex..." the Gunslinger glared around, "Coward! Where are you?!"

"I'm in my ship."

"Jex, what are you doing?" the Doctor called, "Just GO!"

The Professor just closed her eyes a moment, realizing what Jex was going to do.

"Where are you from?" Jex asked, ignoring the Doctor, "Where on Kahler?"

"Now? You're asking him this NOW?!"

"Gabrean," the Gunslinger replied.

"I know it," Jex sighed, "It's beautiful there. When this is over, will you go back?"

"How can I? I am a _monster_ now."

"So am I."

"Just go!" the Doctor shouted, "Finish this!"

"He is," the Professor told the Doctor quietly, making him turn towards her, startled.

"I will find you," the Gunslinger told Jex, not having heard the Professor, "If I have to tear this Universe apart, I will find you."

"I don't doubt that," Jex agreed, "You'll chase me to another planet...and another race will be caught in the crossfire."

"THEN FACE ME!"

"Countdown to self-destruct resumed," Jex's computer announced.

"FACE ME!"

"No," Jex replied, "You've killed enough. I'm ending the war for you too."

"Countdown to self-destruct resumed," the computer beeped.

The Doctor closed his eyes, realizing what the Professor meant.

"Thank you, Doctor," Jex called, "And thank you Professor, you…" his voice cracked, he'd heard everything the Professor had said that night through the windows of the jail, "You have shown me that I have to face the souls of those I wronged. Perhaps they will be kind."

"Three, two, one," the computer counted down, "Zero."

There was an explosion in the distance, the dust cloud they could see from the town, the smoke rising.

The Gunslinger sighed and bowed his head, "He behaved with honor at the end. Maybe more than me."

"We could take you back to your world," the Doctor told him as the townsfolk, Amy, and Rory came out to see what had happened, "You could help with the reconstruction."

The Gunslinger started to walk away, "I will walk into the desert and self-destruct. I am a creature of war. I have no role to play during peace."

"You could protect it," the Professor called softly. The Gunslinger stopped and she walked over to him, "I know what it's like to be a monster," she told him, taking a breath, "To be taken from the people you love and forced to become something you're not. To be poked and prodded and twisted into nothing more than a machine set to kill and fight and destroy," the Gunslinger stared at her, flickers of empathy and understanding in his human eye, "But all programs can be rewritten," she offered him a smile, pulling out her blaster to show him, "I protect the peace now. You can too."

The Gunslinger looked from her blaster to her, the corner of his mouth pulling up into a small smile.

~8~

The Doctor burst out of the saloon with Amy and Rory, his arm around the Professor's waist as they laughed, the TARDIS parked in the middle of the street.

"Ok," the Doctor grinned, spinning the Professor around and pseudo-waltzing with her to the box, "So! Our next trip. You know all the monkeys and dogs they sent into space in the '50s and '60s?"

"You'll never guess what really happened to them," the Professor smirked.

"Er..." Amy cut in hesitantly, "Could we leave it a while? Our friends will start noticing that we're ageing faster than them."

"Another time," the Doctor nodded, actually _happy_ that they wanted to head home for a little while, he'd figured something out that he needed to see to, "No worries!" he clapped and opened the TARDIS.

Amy and Rory waved goodbye to the townsfolk and stepped inside the box. The young man from before stepped up, smiling as he 'drew' on them, the Professor mock-firing using her finger, 'wounding' the young man. He laughed, standing up and tapping the brim of his hat at them.

The Doctor saluted him and took the Professor's hand, pulling her eagerly into the TARDIS, he had a mission of his own to see to.

~8~

"You, my dear," the Doctor said between kisses as he pressed the Professor against the door of their bedroom, "Are SUCH a tease!"

She smirked as his arms wound around behind her, tugging at the strings of her corset, "You've figured out the mission then?"

He leaned in, moving his kisses from her mouth to her neck, "Sexy and seductive, you in that dress," he nearly growled a bit as she tugged at his bowtie, "This was your plan all along, wasn't it? The mission?"

To drive him completely mad.

"Well done, my love," she laughed as he finally got the corset off, "You're thinking faster."

"Won't be thinking for much longer," he warned her, tugging off his bowtie to hang on the doorknob outside their room, if just out of habit, before slamming the door shut once more.

A/N: :) Did you love that last scene? Naughty, naughty Keta ;)

SO MUCH in this chapter right?! We had a flashback, a bit of seduction ;), emotional moments for the Professor, the Doctor being the protector, and bonding :) Awww. Poor Professor though, I swear to God when I saw this episode I flipped/freaked out/screamed at the storyline and the cyborgs. I was like OMG IT'S THE PROFESSOR! I could not WAIT to get to this chapter and I hope you all loved it :)

Here's a teaser though...wonder what idea the Professor had...hmmm }:)

Some notes on reviews...

Lol, I love rule two! That's awesome :)

I think they mention it a couple times in the show (Classic Who) that Time Lords only have typically 12 regenerations. They can be given more by the Council (I think) but since the Council and Gallifrey are gone, I sort of feel like it might mean that's it, just the 12. Not sure if the writers will actually follow that though :) OMG! Really!? I hate bars but I would SO go to that one! :)

I really hope the next series won't be about JH. I read somewhere that he's only in the 50th special. AND! That Matt has signed on for all of series 8! Which I am uber-excited about :) I think it would have been a gyp for Clara to only have 11 for like 8 episodes when other companions had him for 13 :)

Lol, yup, I caught it :) I think he knows too :)


	5. The Power of Three

The Power of Three

The Doctor and Professor raced around the console of the TARDIS, a sort of odd energy signal coming from Earth. Well, lots of energy signals really, lots and lots of very, very small ones. They'd been having adventures on and off with Amy and Rory, trying to drop them back relatively soon after having them onboard, though that only seemed to work when the Doctor let the Professor pilot, which wasn't often, he loved trying his hand at distracting her FAR too much. And, as luck would have it, he often succeeded.

They parked the TARDIS in a little park across the street from Amy and Rory's home, stepping out to see a mass of little black boxes littering the area. They frowned and walked over to them, the Doctor flashing them before nodding that it seemed safe enough for the Professor to scoop one up. She frowned, eyeing the box as she tried to scan it. But it appeared to be made of a thin version of Dwarf Star Alloy, ridiculously thick. It was one of the very few objects that she couldn't scan to see inside of. Unfortunately that also meant it would be difficult to crack it open as well.

Wonderful.

The Doctor moved to sit on top of a child's climbing frame, examining the box while the Professor stood at its base, looking around, counting the cubes she could see for a rough estimate of just how many might be on Earth. She frowned a moment, squinting as she saw Brian 'Pond' across the street, ringing on Amy and Rory's doorbell and had to wince. It was rather early in the morning and she knew what sort of morning person Amy could be at times…it wasn't pretty if she was woken before she planned to be woken.

The window of their house opened and Amy and Rory, in their PJs and dressing gowns, looked down, "Dad, it's half past six in the morning," she could hear Rory say even from the distance.

"What are you doing lying around?" Brian called up, "Haven't you_ seen_ them?" he held up one of the boxes, Amy and Rory looking around as though just noticing them, scattered around the road like hailstones before ducking into their house and stepping out of the door a few moments later.

"What are they?" Rory looked at the one in his father's hand.

"Nobody knows. They're everywhere."

"Well, where have they come from?" Amy squinted around, only to catch sight of the Time Lords, "Wait…" the Professor grinned and waved at her, "Professor! Doctor!"

"Invasion of the very small cubes," the Doctor muttered, turning around as the Ponds walked over. He smiled down at the Professor, "That's new."

She beamed up at him, "I love new things."

~8~

The Professor stood in the TARDIS, flipping through TV stations on the monitor of the console, seeing what the humans had to say about the cubes while the Doctor paced behind her, examining one.

"World leaders are appealing for calm," a BBC news reporter called.

"The global appearance of millions of small cubes," another added, "Despite official warnings, people have been taking the cubes from the streets into offices and homes."

"What are they?" another man asked.

"Where do they come from?"

"And why are they here?"

"Well," Professor Brian Cox appeared, "They're certainly not random space debris. They're too perfectly formed for that. Are they extra-terrestrial in origin? Well, you'll have to ask a better man than me."

The Professor smirked and turned the monitor off, moving to lean against the console, her arms crossed as she watched the Doctor. He looked up from his magnifying glass and smirked, tossing the box to her, "And the verdict?"

She laughed, "All absolutely identical. Not a single molecule's difference between them. No blemishes, imperfections, individualities…"

"What if they're bombs?" Brian asked, taking the cube from her, "Billions of tiny bombs? Or transport capsules maybe, with a mini-robot inside. Or deadly hard drives. Or alien eggs? Or messages needing decoding. Or they're all parts of a bigger whole. Jigsaw puzzles that need fitting together."

The Professor couldn't help but smile at that, he was right on the money. It COULD be any of those things, quite a few of which she and the Doctor had had experience with already.

"Very thorough, Brian," the Doctor agreed, nodding, impressed, "Very, _very_ thorough. Well done. Stay here. Watch these. Yell if anything happens," he placed two more cubes on top of the one Brian had.

"Is this an alien invasion?" Amy asked them as she and Rory followed them to the doors of the TARDIS, "Because that's what it feels like."

"There couldn't be life-forms in every cube, could there?" Rory frowned.

"You'd be surprised Rory," the Professor sighed, thinking back to an adventure the Doctor had told her about, when he'd been on Platform One during the destruction of the Earth, the mechanical spiders that Lady Cassandra had hidden inside of metallic spheres.

"We don't know," the Doctor told them honestly, "And we really don't like not knowing."

"Especially me," the Professor nodded, crinkling her nose, "It's _really_ frustrating."

The Doctor smiled at that and gave the tip of her nose a peck before taking her hand and leading her out of the TARDIS, which was now parked in the sitting room of the Pond household, "Right," he called, "We need to use your kitchen as a lab. Cook up some cubes. See what happens."

"Right," Rory nodded absently, looking at his watch, "I'm due at work."

"What?" the Doctor spun to face him, "You've got a_ job_?"

"Of course I've got a job. What do you think we do when we're not with you?"

"I imagined mostly kissing."

Amy smirked slyly, "No, that's YOU two," she laughed as the Doctor started to blush and sputter, though not seeming able to deny that, before shaking her head, "I write travel articles for magazines and Rory heals the sick."

"My shift starts in an hour," Rory added, "You don't know where my scrubs are?"

"In the lounge," Amy told him, "Where you left them."

The Professor shook her head at how similar their husbands were, the Doctor, for all his love of bow ties frequently forgot where he put them or where a specific colored one was. She turned and headed into the kitchen, getting started on putting together their testing device.

"All the Ponds," the Doctor smiled at Amy, "With their house and their jobs and their everyday lives. The journalist and the nurse. Long way from Leadworth," he smirked as the Professor snatched the sonic off him and began to flash it across the gizmo.

"We think it's been ten years," Amy sighed, "Not for you or Earth, but for us. Ten years older. Ten years of you two, on and off."

"Look at you now," he smiled at her softly, "The little girl from five minutes ago. All grown up."

"Doctor…" the Professor said suddenly, stiffening, "Why can I hear combat boots stomping outside?"

He turned to her just as the front door was smashed down. The Professor whirled around, her blaster out as men in black combat suits and red beret-like hats ran in, their guns aiming for her upon sight of her blaster, other soldiers rushing in with them.

"Clear!" a man called into his radio, seeing other soldiers in the back, surrounding the kitchen and those in it, "Trap One, kitchen secured."

"Trap Three," another replied over the radio, "Back garden secured."

The Professor started to smirk, lowering her gun to the confusion of Amy especially when Rory was marched in at gunpoint, "There are soldiers all over my house," the man stated, gesturing at his lower half of his scrubs which was missing his pants, "And I'm in my pants."

"My whole life I've dreamed of saying that," Amy remarked, eyeing her husband, "And I miss it by being someone else."

The Doctor laughed as a woman entered the house, short blonde hair, brown eyes, her hands casually in the pockets of her long tan coat, "All these muscles," she called softly, her voice having a lovely deep tone to it, "And they _still _don't know how to knock. Sorry about the raucous entrance. Spike in Artron Energy reading at this address. In the light of the last twenty four hours, we had to check it out, and the dogs do love a run out. Hello," she smiled, putting a hand to her chest in introduction, "Kate Stewart, head of scientific research at UNIT. And with dress sense like that and a blaster of that make…" she held out a small scanner at the Doctor and then the Professor, seeing two hearts beating in their chests on the reading, "You must be the Doctor and the Professor," she smiled at the Doctor, "I hoped it would be you."

"Tell me," the Doctor smiled, realizing why the Professor had lowered her weapon, these men and women were _not_ the enemy, "Since when did science run the military, Kate?"

"Since me. UNIT's been adapting. Well…I dragged them along, kicking and screaming, which…which made it sound like more fun than it actually was."

"What do we know about these cubes?" the Professor asked.

Kate smiled at that, "Right to our status, like the files say," she looked at the Professor fondly, before sighing, "Far less than we need to. We've been freighting them in from around the world for testing. So far, we've subjected them to temperatures of plus and minus two hundred Celsius, simulated a water depth of five miles, dropped one out of a helicopter at ten thousand feet, and rolled our best tank over it. Always intact."

"That would be impressive…" the Professor began.

"But we don't want them to be impressive," the Doctor grumbled.

She laughed at his pouting before explaining to Kate, "They're made of Dwarf Star Alloy, the densest material in the Universe, near indestructible."

"Which is a disadvantage for us, they need to be vulnerable with a nice Achilles heel."

Kate laughed, looking back and forth between them at how they were talking, "Exactly like the files too. We don't know how they got here or _why_ they're here."

"And all around the world, people are picking them up and taking them home," the Professor sighed, humans…they were SO curious. Not that she could fault them, she was almost worse than a cat at times, luckily she had the Doctor around to make sure nothing happened to her like it did the cat.

"Like iPads have dropped out of the sky. Taking them to work, taking pictures, making films, posting them on Flickr and YouTube. Within three hours, the cubes had a thousand separate Twitter accounts."

"Twitter?" the Doctor made a sour expression.

"I've recommended we treat this as a hostile incursion," Kate remarked, seeing the Professor nodding her agreement, and smiled a bit at that, pleased the Professor approved of her method, "Gather them all up and lock them in a secure facility."

"But that would take massive international agreement and co-operation," the Professor finished for her, nodding in understanding, "We need evidence."

The Doctor frowned in thought, "The cubes arrived in plain sight, in vast quantities, as the sun rose," he moved to Amy and put an arm around her shoulder, "So, what does that tell us?"

"Maybe they wanted to be seen?" Amy suggested, "Noticed?"

"Or more than that, they want to be observed," the Doctor nodded.

"So we observe them then," the Professor decided.

"Stay with them round the clock. Watch the cubes, day and night. Record absolutely everything about them. Team Cube, in it together," the Doctor kissed a cube and tossed it to the Professor.

The Professor though pouted a bit, "I'd rather a kiss from you than from a cube," she remarked.

The Doctor grinned and moved over to her, winding his arms around her as he kissed her deeply. Amy rolled her eyes as she saw him starting to push the Professor against the counter and turned to Kate, "They could be a while," she warned the woman, "Would you like some tea Kate? We can have it in the sitting room…"

Kate chuckled and nodded, it was EXACTLY like the files then, those two when they were together and danger was mounting.

~8~

"Four days," the Doctor grumbled as he laid on his back, on the sofa in the sitting room, his head near the floor, his legs over the back of it, Amy and Rory sitting upright on either side of him. The Professor was on another chair, one leg crossed over the other, her arms crossed over her chest, just eyeing the cube on the coffee table, "Nothing! Nothing! Not a single change in any cube anywhere in the world. _Four days_, and I am _still_ in your lounge!"

"_You_ were the one who wanted to observe them," Amy reminded him.

"Yes, well, I thought they'd _do _something, didn't I? Not just sit there while everyone eats endless cereal!"

"You said we had to be patient," Rory added.

"Yes, _you_! You, not _me_! I _hate_ being patient. Patience is for wimps. I can't live like this. Don't make me. I need to be busy."

"Fine!" Amy snapped, "Be busy! We'll watch the cubes."

The Doctor leapt off the sofa and ran outside to start being busy…the Professor just…sitting there.

~8~

The Doctor had creosoted the garden fence, played football, mowed the lawn, fixed their cars, and vacuumed the house before he plopped back onto the sofa, the humans curled up on it, the Professor in the same position as before, "That's better," he grinned, "Nothing like a bit of activity to pass the time. How long was I gone?"

"Er, about an hour," Rory answered.

"I can't do it," he got up again, "No."

"Well the Professor can," Amy remarked, nodding back at the woman who was_ still _sitting exactly as she had been, for the last _four days_. Not moving, not even blinking, as she watched the cubes. There were times the humans even feared she wasn't breathing.

"That's _really _creepy by the way," Rory whispered.

"Training," the Professor shrugged, blinking as she turned to look at them, "I have remarkable stamina."

"Which I lack," the Doctor added.

"You had plenty of it the other night," the Professor smirked.

"PROFESSOR!" the Doctor cried, turning red as a tomato at her words.

Rory and Amy started laughing at his sputtering, the innuendo_ not_ lost on them. The Professor just got up and gave his blushing cheek a quick kiss before taking his hand and leading him into the TARDIS. She really, _really_ loved that shade of red on his cheeks and it was so much fun coming up with ways to see it appear.

"Where are you going?" Amy called, her and Rory getting off the sofa to follow them.

"Brian," the Doctor called, noticing the man was still there, sitting on the jump seat, eyeing a cube, "You're still here."

"You told me to watch the cubes," he replied.

"That was four days ago," the Professor told him.

"Ah! Doesn't time fly when you're alone with your thoughts?"

"You can't just _leave_," Rory turned to the Time Lords.

"Yes, of course we can," the Doctor said quickly, still embarrassed.

The Professor loved doing that, making him blush, speaking so freely about their private lives. She had no shame when it came to how much she loved him, something he loved about her, though, there _were_ times he wished she wouldn't be so blunt about what they got up to in their spare time. It wasn't because he was ashamed or embarrassed really, but more…she always took him by surprise. If they were flirting and it built up to that, he'd have some sort of comeback because he'd be in the right mind frame, but when she randomly managed to work it into a conversation, it got to him even more because he wasn't expecting it. And…because when she did that…he wasn't able to stop his mind from flashing back to that exact thing she was talking about. It was always quite hard to concentrate after an image like that appeared in one's mind.

"Quick jaunt," he shook his head, "Restore sanity. Oh, hey, come if you like."

"They can't just go off like that," Brian shook his head.

"Can't they?" he asked Brian before turning to the Ponds, "Can't you? That's how it goes, isn't it?"

"I've got my job," Rory reminded him.

"Oh yes, Rory. The Universe is awaiting, but you have a little job to…"

"Doctor," the Professor cut in gently, she knew he was frustrated because he could tell, they both could, that the Ponds would start wanting their normal lives to be their permanent ones soon, and it broke his hearts to know yet _another _set of Companions would be leaving them, leaving him.

"It's not little," Rory half-glared at him, "It's important to me. Look, what you do isn't _all _there is."

"He never said it was."

"Alright," the Doctor sighed, shooing them towards the doors, "Fine. We'll be back soon. Monitor the cubes. Call us!"

"Amy," the Professor called, walking over to her, "Can I talk to you a moment, quickly?"

The Doctor frowned, unsure what the Professor could want to say, she was hiding her thoughts, but he assumed it was some girl-thing, some woman-to-woman conversation that he probably wouldn't be able to understand anyway or end up too flustered to even comprehend it.

Amy frowned, confused, but nodded and followed the Professor up the stairs and into the hallways. She was led into the med-bay, the Professor walking over to a small cabinet and pulling out a small box with a syringe in it, a clear solution already measured inside it.

"What is that?" Amy asked, eyeing the needle as the Professor turned to her with it.

"It's something I've been working on for a while," she explained, stepping closer, "There have been _so many_ aliens to attack the Earth, not always through direct attacks like the Daleks, but…some used chemicals, like the Sontarans," Amy nodded slowly, following along, "So I've been working on this," she held up the needle, "It's sort of like a vaccine, perfectly safe for humans, designed for humans really, it should protect against most alien diseases…"

"You think the boxes might have a plague in them?" Amy's eyes widened in horror.

"No, I don't," she said quickly, "But that's the point Amy, I don't _think_ they do, but I can't _know_ for certain. I just…I want to make sure you're protected in case something happens while the Doctor and I aren't here."

Amy eyed her a moment, "What about Rory?"

"I've just got enough for one right now," she sighed, "But you know him, he'd insist you get it too."

"What about you and the Doctor?"

"Our biology makes us practically immune to a lot of disease, it's YOU I'm worried about."

"Why me?"

"Because Amy, you're Rory's wife, you're my friend, you're the Doctor's 'little girl from five minutes ago,'" she got Amy to smile at that, "If anything happened to _you_, it would distract our boys."

"And you?"

"I'd be worried," she admitted, "But I'd focus on getting you help better than they would. Remember," she nudged her, "When you faked having the baby in the Dream Lord's Leadworth?"

Amy laughed at the memory, the two men freaking out, thinking she'd gone into labor. They'd been useless. She had to agree there. She sighed, holding out her arm for the Professor to stick her with the needle.

"There we go," she smiled, putting a little TARDIS blue band-aid on Amy's arm, "Now I'll know you're at least safe, and if anything happens that you'll be able to contact us."

Amy smiled, "Thanks."

"Of course," she nodded, leading Amy back to the others, who were waiting at the doorway to the TARDIS for her, "We'll have the TARDIS set to every Earth news feed," the Professor told them, waving goodbye as she joined the Doctor at the console, clicking on the monitor to show a BBC feed.

"At the end of a week of cubic questions and theories, but no answers, could this be the greatest stealth marketing campaign in business history? And if it is, will those behind it ever come forward and explain exactly what it's for?"

~8~

The Doctor and Professor dashed around the console, a large bouquet of flowers lying on the jump seat, waiting to be given, as the answer phone picked up, Amy leaving a message.

"Hey!" the ginger called, "Doctor, Professor, it's me. Hello. So, the UN classified the cubes as provisionally safe, whatever that means, and Banksy and Damien Hirst put out statements saying the cubes are _nothing _to do with them. And the cubes, well, they're just…here. Still…" she sighed as they touched down, rushing out of the box, "What's it been, nine months? People are just taking them for granted. Maybe we'll never know why they came. But anyway…" the voice on the answer phone faded as another voice got stronger ahead of them, Amy standing in her backyard, on a lovely June day, on her phone, "I got to Laura's wedding. It was great. She's here tonight, being as it's our_ wedding_ anniversary. We thought you might have dropped by. I left you messages…"

"We know!" the Doctor shouted, coming up behind her with the bouquet of flowers.

"Happy Anniversary Amy!" the Professor laughed, hugging the woman.

"Come with us," the Doctor turned and headed back to the TARDIS, tugging the Professor along.

"And bring Rory!" she called over her shoulder as Amy and Rory exchanged a look and followed.

~8~

The Doctor and Professor stepped out of the TARDIS and into a fancy, old fashioned hotel, Rory and Amy following, the humans dressed in clothes from the late 1800s.

"26th of June, 1890," the Professor smiled, "The recently opened…Savoy Hotel."

"Dinner, bed, and breakfast for two," the Doctor beamed, throwing his arms out to the room as maids and a chef entered with supplies and food, "Bonjour, bonjour. Merci, Auguste."

"You'll be back before the party's over," the Professor promised, crossing her hearts, as the Doctor wound an arm around her waist.

"They won't even notice you went."

"No complications, I promise," the Professor added as Amy ran over and hugged her tightly, the Doctor receiving a very continental style kiss from Rory.

The Professor laughed as Amy pulled away and ran to her husband, hugging him as well, when the humans noticed the Time Lords heading for the door…and NOT the TARDIS.

"Where are you going?" Rory asked, just a bit curious, it wasn't often the aliens forewent the TARDIS.

The Doctor turned around, but kept walking backwards with the Professor before him as he locked his arms around her waist, "Oh, we'll just be…down the hall," he grinned, only for his breath to hitch as the Professor started to nibble on his neck, "Just…doing…stuff…"

"See you later!" the Professor cheered, grabbing his hand and yanking him out of the door, shutting it quickly behind them.

The Ponds exchanged a look when they heard the Professor's giggling trail down the hallway and disappear before heading to the door themselves. They peeked out and looked down the hallway, taking a small step into it…shaking their heads when they saw it.

The bow tie on the doorknob of the last room on the left.

"Do you think our anniversary happened to be theirs too?" Rory wondered.

Amy had to shrug, with time travel…and the way the two aliens naturally were with one another…one could never be sure, "Don't know, don't care," she decided, hooking her arms around Rory's neck, "All I care about," she smiled, "Is that it's OUR anniversary."

Rory smiled and leaned in to kiss her, slowly shutting the door to their room behind him…

~8~

Amy and Rory, still dressed for 1890, were sitting in the streets, in the snow, wrapped in blankets as the Doctor and Professor sat between them, all of them looking a little worse for the wear.

"Well…" the Professor began, if for something to say, "That was unexpected. Zygon ship under the Savoy, half the staff impostors."

"Still, it's all fixed now, eh?" the Doctor tried to grin but Amy and Rory looked unimpressed, "Right then…plan B."

~8~

The quartet burst into a medieval-style bedroom, dashing around, trying to find a place to hide as a man called through the doors, "Gentlemen, open the doors!"

"I thought we were going _home_?" Amy hissed at the Time Lords, after Plans C through F failed, the Professor had finally managed to get the Doctor to agree to call it quits…after 'taking a few laps' in the pool…and bring them back.

"You can't miss a good wedding," he shrugged, he honestly had_ no ide_a how they'd ended up here…again. This was _one period_ he actually tried to _avoid_.

"Under the bed," the Professor called, pointing at the large four-poster bed, just big enough for all of them to fit under, "Get down!"

They all scrambled under it, looking out at the door as footsteps drew nearer.

"Shush!" the Doctor whispered.

"It wasn't my fault!" Amy hissed back.

"It was totally your fault!" Rory argued.

"Somebody was talking…and I just said yes."

"To wedding vows! You just married Henry VIII on our anniversary!"

The Professor smirked, "At least it wasn't me, eh Doctor?" she asked him, now knowing why he'd rushed her out of Henry VIII's court on her birthday and been so eager to leave the last time they were there for a tour.

The monarch entered and they quieted down…until the Doctor sneezed.

"Sorry," he winced.

"Right then," the Professor sighed, wiggling till she could get her blaster out, "Set to stun," and rolled out from under the bed to subdue the current king of England.

~8~

Amy and Rory were, _finally_, back at their party, laughing with their friends as they stood by a cake that night.

"How long were they away?" Brian asked as he walked up to the Time Lords, keeping to the back of the room, just watching the Ponds interact with their many human friends.

"I don't know what you're talking about, Brian," the Doctor tried to sound innocent.

"Because they're wearing totally different clothes from earlier."

"Good eyes," the Professor nodded, impressed he'd noticed, "Seven weeks."

"I got side-tracked," the Doctor sighed, "A lot."

"And then he decided to side-track me," the Professor shot him a small smile, according to him, getting the right date and landing was boring after a while, with him piloting it was always a surprise.

"What happened to the other people who travel with you?" Brian wondered, eyeing them.

The Doctor sobered quickly, the Professor taking his hand, "Some left me," he said quietly after a moment, "Some got left behind. And some, not many but, some…died."

"Not them," the Professor promised both men, "Not them, Brian. Never them. I won't let it."

The Doctor smiled at her promise, knowing that it would be harder to keep.

Surprisingly, for all her experience keeping_ him_ alive…it was strangely easier to do so with him than others. They knew each other, they could read and predict each other's moves in a way no one else could and it actually had little to do with the fact that they could read each other's minds, they just…they had known each other for so long they just…knew. She knew how to handle him and things surrounding him because she knew how he'd react and what he'd do. When others got involved was when it got tricky because she would never know them the way she knew him. She would never be able to guess at their thoughts and actions, prevent things and help the way she did him.

~8~

After the party, the Doctor looked around at the Professor and Rory cleaning up, the Professor ever the stickler for neatness, before he turned to Amy, "Can we stay here, with you and Rory, for a bit?" he asked her, "The um, the Professor wants to keep a closer eye on the cubes. However long that takes."

Amy smiled a bit at that, knowing it was an excuse he was using, that _both_ of them wanted to stay for _another_ reason, "I thought it would drive you mad."

"No, no, no. I mean, I'll be better at it this time. We miss you. I miss you."

Amy nodded.

~8~

The Doctor was sitting in the middle of the sofa, Amy and Rory on either side of him, the Professor sitting comfortably on the floor before him, her back resting on his legs, as they ate some fish fingers and custard, watching 'The Apprentice.'

"I sent you out to sell as many cubes as you could in twenty four hours," Lord Sugar declared, "And look at you! You've made a right hash of it, haven't you? Well, Craig, you're fired."

"If I had a restaurant," the Doctor commented, "This'd be all I'd serve."

"Yeah, right," Amy laughed, "You running a restaurant."

"He _has_ run restaurants in the past Amy," the Professor smiled, "I was his sous-chef."

"Who do you think invented the Yorkshire pudding?" the Doctor smirked.

"You didn't," Rory looked between them.

"'Pudding, yet savory,'" the Professor recited.

"Sound familiar?" the Doctor grinned.

~8~

The Doctor and Professor were in the middle of a rousing game of tennis on the Wii in the Ponds' small game room, the TARDIS parked behind them, while the Ponds readied themselves for work for the day.

"Oh, yes!" the Doctor cheered, "Second set, Doctor! Ha ha! Oh, if Fred Perry could see me now, eh?"

"He'd probably ask for his shorts back," the Professor laughed, pointing her controller at him, "Just you wait, third set's mine!"

"Third set decider," he winked at her, "Come on, then."

They turned back to the TV…when a cube _flew_ in front of them, blocking the view.

"Out of the way, dear," the Doctor began, "I'm trying to..."

"Doctor," the Professor called, nodding at the cube, tensing as she slowly reached for her blaster.

The Doctor looked over at the cube, eyeing it, "Whatever you are, this planet, these people, are precious to us," he told it, "And we will defend them to our last breath," it just hovered, "Is that all you can do, hover? I had a metal dog could do that."

The cube suddenly opened up and pointed a sort of tube at him.

"Ooh, ooh, that's clever. What's that?"

"Down!" the Professor shouted, shoving him down to the ground as the cube fired a laser at them, shattering a vase that had been behind them as it missed. The Professor ushered him to the sofa, the two of them jumping behind it as the Professor fired a shot at the cube which zoomed out of the way quickly. She frowned, she'd have to be quicker then, it had been quite a while since she'd been able to fire at such a small target.

She smirked, she did so love a challenge.

They ducked down, looking at the cube under the sofa, only for it to lower itself and fire again. The Professor pulled him up, the two of them running for the door as it fired again, the Doctor slamming the door shut before the Professor could get a blast in, much to her annoyance.

A moment later, when things had quieted, the Professor put a finger to her lips, leaning over to slowly open the door, the two of them watching as the cube hovered before the TV/computer console, the images flickering across it as it downloaded the information.

"Ooh," the Doctor sighed, "You really _have _woken up."

"Doctor!" Rory called, rushing down the hallway, "Professor! Hi. Er, the cube in there, it…it just opened."

"The cube upstairs just spiked me and took my pulse!" Amy shouted, running down the stairs, holding her hand to show them the 25 little pinpricks in a square on her palm.

"Ours fired laser bolts and now it's surfing the net!" the Professor commented excitedly as she eyed Amy's hand.

"Why are you so excited about that?" Amy shook her head.

"After a year of nothing," the Professor scoffed, "I'm just tickled!"

The Doctor laughed at that, "Tickled are you?" he smirked at her deviously.

"No!" she pointed a finger at him, backing up, knowing what he was about to do.

"Come here!" he lunged at her, proceeding to tickle her sides as she backed up against the wall, squirming and wiggling and laughing at his merciless attack.

The Ponds just looked at each other and sighed, Amy though, smiled a bit, she really _had_ missed seeing that in the Dalek Asylum, seeing the two of them able to flirt and laugh even when a deadly invasion was about to happen or something. She had to admit, it always made her feel like the situation _couldn't _be that terrible if they managed to get distracted and flirt.

"Oi!" the Professor tried to slap his hands away, "Stop it! Stop it!"

"Say the thing!" he grinned, laughing even more as he got closer to her, tickling her in the stomach, "Say it!"

"Ok, ok!" she tried to catch her breath to speak, knowing what he wanted her to say to concede victory to him, "The Doctor is hot, sexy, and…"

He cut her off before she could finish with 'the most attractive man in the Universe,' by kissing her deeply, leaving her already breathless self panting as he pulled away, only to soften the kiss, his hand cupping her cheek as he stroked it with his thumb.

"You didn't let me finish," she pointed out, gasping lightly, her cheeks pink, it really wasn't often that he got a surprise on her like that, and she loved it when he did.

He just looked into her eyes softly, "Because I thought of a different way to finish that, one word, not seven."

She gave a small, curious smile, "And what is it?"

He grinned, "Yours," he kissed her quickly, "I'm yours."

She let out a breath at that, feeling a shiver race down her spine, seeing the intense emotion in his eyes as he stared into hers, "I like that," she nodded, linking her arms around his neck, "The Doctor is hot, sexy…and mine."

"Brilliant," he nodded, leaning in to kiss her again…

When a throat cleared.

They looked over to see Brian standing there with a cube in his hand, frowning at them, confused as to how they could be kissing when the cubes were active! But, then again, these were the same aliens who had been kissing on a beach with pterodactyls attacking them.

"When did you get here?" the Doctor eyed him.

The Professor just nudged him for his semi-rudeness and turned to Brian, slipping her arm around the Doctor's waist, "Hello Brian, I take it your cube did something?" she nodded at it.

"You're never going to believe it," Brian nodded, holding it up, "My cube just moved. It_ rattled_."

Rory's mobile went off and he quickly answered, "Hello?"

"Rory, mate," one of his coworkers at the hospital called, "I'm desperate for help. People are saying they've been attacked by the cubes. It's going to be a long night."

"Ok," he sighed, "I'm on my way," he hung up and looked at Amy, "I have to get to work. They need all the help they can get."

"Let me come, help out," Brian offered.

Rory grinned, "Take your dad to work night, brilliant!" he kissed Brian's forehead, "Ok, are you going to be alright here?" he turned to Amy, kissing her.

"Keep away from the cubes," Amy told him, kissing him back.

"Right," Rory nodded as he and Brian left.

The Doctor glanced at the psychic paper, grinning with the Professor, "What are you two grinning about?" Amy eyed them.

"We're wanted at the Tower of London," the Doctor beamed, fidgeting excitedly.

"Someone's sent us a psychic message," the Professor added, buzzing, "For today's technology…that's impressive," she turned to the Doctor, taking his arm as she bit her lip, "I can't wait to see how they did it."

He laughed, kissing her forehead. There was his Kata. The reason why the humans had been her favorite in school was because of their technological advancements, how quickly they came and how far they would go. He loved them because of their spirit, their compassion and their, well, humanity. She loved them for their advancements, their ingenuity, their genius.

~8~

A black car, one that had been waiting just outside Amy's house for them, pulled up to the Tower of London, a man opening the door to let the Time Lords and Amy out. Kate was standing there, ready to greet them, "Every cube across the whole world activated at the same moment," she got right to it.

"Now we're in business," the Doctor grinned.

"You sent us a message to the Doctor's psychic paper," the Professor cut in, "I'm actually _impressed_."

"I'm honored," Kate beamed at that, from what she'd read of the Professor's files, of her intellect and skill…that was a feat to impress her, it was no wonder she and the Doctor worked so well, the man was the most impressive man in the Universe, "Please," she gestured behind her, turning to lead them into the Tower.

"Secret base beneath the Tower?" Amy asked as they headed down some stairs, "Hope we're not here because we know too much."

"Yes, I've got officers trained in beheading. Also…ravens of death."

"I like her," Amy and the Professor said at the same time, laughing at that.

They stepped into a large area with many individual armored cubicles, each with a cube inside, one or two with people in them as well.

"There are fifty being monitored," Kate explained as she led them around the different cubicles, "And more coming in all the time. I don't know how useful it is. Every cube is behaving individually. There's no meaningful pattern. Some respond to proximity…" Amy touched a cubicle and the cube inside shot up flames, "Some create mood swings…" she gestured to one where a woman sat across from the cube, weeping.

"Er, what's this one?" Amy gestured to a cubicle with very thick walls.

"Try the door."

Amy opened it and 'The Birdie Song' began to play.

The Time Lords looked at each other before starting to dance along with it, much to the amusement of the humans around them.

"On a loop!" Kate shouted over the noise.

Amy quickly shut the door.

"Aww…" the Professor pouted, the Doctor laughing as he gave her a peck.

"I'll play it in the dance studio for you when we get back to the TARDIS," he promised her, making her smile.

"This is the latest," Kate moved them over to a large computer monitoring system, a young man with glasses sitting before it, bringing up information.

"Oh would you look at that," the Professor looked at the data streaming across it, "Systems breach at the Pentagon, China, every African nation, the Middle East…"

"I've got governments screaming for explanations and no idea what to tell them. I'm lost, Doctor, Professor. We all are."

"Don't despair, Kate," the Doctor remarked, "Your dad never did," Kate stiffened and looked at him, surprised he knew. The Doctor glanced over and smiled, "Kate Stewart, heading up UNIT, changing the way they work. How could you _not_ be? Why did you drop Lethbridge?"

"I didn't want any favors. Though he guided me, even to the end. 'Science leads,' he always told me. Said he'd learned that from an old friend."

"As I learned it from an older one," he shot a wink at the Professor.

"We don't let him down," the Professor nodded, taking his hand, knowing how hard the death of the Brigadier had hit him when they went to Lake Silencio, "We don't let this planet down."

"No we don't," he agreed.

The Professor smiled and turned to the monitors, before blinking, and turning back to him, "Did you just call me old?!"

The Doctor blinked…

"Oh look, they've stopped!" he pointed to the monitors quickly, thankful when the Professor just shook her head and rolled her eyes at him, turning to see that the cubes and all their activity really had just…stopped.

"The cubes across the world, they just shut down," the bespectacled researcher murmured.

"Active for forty seven minutes and then they just…die?" Kate frowned.

"They're not dead," the Professor shook her head, "They've gone dormant."

"Then why shut down?" Amy asked.

"We don't know," the Doctor sighed, "I don't know. We need to think. I need some air. Who has an underground base? Terrible ventilation," he turned and pulled the Professor off with him, Amy rushing after them.

~8~

Sitting outside the Tower, looking at the Thames, Amy sat beside the Doctor, the Professor on his other side, her head resting on her husband's shoulder as they looked out into the night's sky.

"The moment they arrived, we should have made sure they were collected and burned," the Professor murmured, staring out into the distance, "That is what we _should_ have done."

"How?" Amy scoffed, "_Nobody_ would have listened."

It was silent for a few more moments before…

"You're thinking of stopping, aren't you?" the Doctor finally asked the question that had been on his mind since Amy and Rory had wanted to head back after helping the Dinosaurs, "You and Rory."

"No. I mean, we haven't made a decision."

"But you're considering it," the Professor smiled understandingly at her.

Amy sighed, "Maybe. I don't know. We don't know. Well, our lives have changed so much. But there was a time, there were _years_, when I couldn't live without you two. When just the whole everyday thing would drive me crazy. But since you dropped us back here, since you gave us this house, you know, we've built a life. I don't know if I can have both."

"Why?" the Doctor looked at her.

"Because they pull at each other. Because they pull at me. And because the travelling is starting to feel like running away."

"That's not what it is."

"Oh, come on," Amy gave a sad smile, nudging him, "Look at you, four days in a lounge and you go crazy."

"He's not running _away_ Amy, not anymore," the Professor told her, understanding the Doctor more than anyone could.

He nodded, "This is one corner, of one country, in one continent, on one planet, that's a corner of a galaxy, that's a corner of a Universe, that is forever growing and shrinking and creating and destroying and _never _remaining the same for a single millisecond."

"And there is so much, _so much_ to see, Amy. Because it goes so fast."

"We're not running _away_ from things, we are running _to_ them before they flare and fade forever."

"And it's alright you know, we know our lives won't run the same as yours. That they can't."

"One day, soon maybe, you'll…stop."

"We've actually known for a while."

Amy smiled softly at their shared explanation, she would miss that if she ever did stop, "Then why do you keep coming back for us?"

"Because you were the first," the Professor said simply.

"The first face these faces saw," he kissed the Professor's temple.

"You're seared onto our hearts, Amelia Pond and you always will be."

"We're running to you, and Rory, before you fade from us," he told her.

"Don't be nice to me," Amy shook her head, "I don't want you to be nice to me."

"Yeah, you do Pond," the Doctor grinned, nudging her, "And you always get what you want."

The Professor suddenly stiffened, straightening, "They got what they wanted!"

"What?" Amy frowned and looked at them, the Time Lords sharing a look of realization, "Who did?"

"The cubes!" the Doctor shouted, getting up, "_That's_ why they stopped," he reached out and helped the Professor up, "Come on!" before they ran back into the base, down the stairs, and over to Kate.

"Kate!" the Professor called as they drew near, "Before they shut down, they scanned everything, from your medical limits to your military response patterns. They made a complete assessment of Planet Earth and its inhabitants. That's what the surge of activity was."

The power suddenly cut off as the Doctor scanned around with the sonic, "Problem with the power?"

"Not possible," Kate shook her head, "We've got backups."

"Hmm…" he soniced more.

"Doctor?" Amy called, nodding at a nearby cube that now had a bright blue '7' on it, "Look."

"What?" he frowned, sonicing the box.

Kate looked around at the other cubes, seeing the same, "Why do they all say seven?"

"Seven…" he muttered, "Seven," he looked at the Professor, "What's important about seven?"

"Seven wonders of the world?" she shrugged, not sure, there were SO MANY things that involved a 7.

"Seven streams of the River Ota."

"Seven sides of a cube."

"A cube has _six _sides," Amy corrected, surprised the Professor would get that wrong.

"Not if you count the in_side_," the Doctor countered.

There was a clunk as the box shifted to say '6.'

"It has to be a countdown," the Professor frowned.

"Not in minutes," Kate looked at her watch.

"Why would it be minutes?" the Doctor mock scoffed, "Kate, we have to get humanity away from those cubes. God knows what they'll do if they hit zero."

"Get the information out any way you can," the Professor ordered lightly, "News channels, websites, radio, text messages. People have to know that the cubes are dangerous."

"Ok," Amy shook her head, "But why is this starting _now_? I mean, the cubes arrived _months_ ago. Why wait this long?"

"Because they're clever Amy," the Professor rubbed her head, "Allow people enough time to collect them, take them into their homes, their lives."

The Doctor nodded, "Humans, the great early adopters. And then, wham! Profile every inch of Earth's existence."

"Discover how best to attack us!" Kate gasped.

"Go," the Professor nudged her on, "Get that information out. Now!"

"Right," Kate ran off to put out the call.

The Doctor and Professor made their way over to the computers which were still working, "Every cube was activated," the Professor told the researcher, "There must be signals, energy fluctuations on a colossal scale, there_ must_ be some trace. There can't not be. We need to think of all the variables, all the possibilities, ok?"

"Go, go, go, go, go!" the Doctor urged as the researcher got to work.

"This is a national security alert," a male news reporter popped up on one screen, "The Government advises that members of the public dispose of all cubes. If there are cubes inside your house, remove them immediately."

The number, having dropped to '5' during their rushing about, turned to '4.'

~8~

"Professor please," Amy begged, "You don't have to do this," she turned to the Doctor, "How can you _let _her do this?"

"I don't want to get chopped," he shrugged, absently rubbing the junction of his shoulder and neck, while he knew the Professor didn't really chop people that often anymore, she still could do it. It didn't make him feel any better about all of this though.

The Professor had insisted that _she_ be in a cubicle when a cube reached '0' because, by then, she was fairly certain, it would open. She'd be better able to assess and scan what was in it faster than the computers and, if it was something hostile, she'd be better suited to fight it than the Doctor could.

To which he'd huffed, but had to relent.

The Professor just rolled her eyes at his huffings and put a hand to his shoulder, squeezing it in apology for all the times she'd chopped him unconscious in the past.

"She's right," Kate cut in, "You don't have to be in there. We can do this remotely."

"Remotely isn't his style," she nodded at the Doctor, "And I'm more of an up-close-and-personal sort of girl, aren't I Doctor?" she smirked as she gave the Doctor a quick kiss, making him blush, "See you after."

He tugged her back and kissed her deeper, relaying his worry for her in that kiss as she responded with reassurance.

She pulled back, "I'll be _fine_," she promised softly, before stepping away and entering a cubicle as the number on the cube inside changed to '2.' She moved to a chair, sitting down, placing her blaster on the table before crossing her legs and arms, watching the cube. It counted down rather quickly to '1' and then to '0.'

And then it switched off, the lid popping up.

"About time," she muttered, leaning forward to look into it.

"What's happening?" Kate called.

"Well?" Amy asked.

"What's in there?" the Doctor frowned as she reached a finger inside.

"Nothing," she huffed, leaning back in the chair, "There is _nothing_ in here."

"Er, well, that's good?" Amy tried to keep it light, "It's not…it's not bombs, it's not aliens…"

"But why?" she shook her head, "_Why_ is there nothing inside? Why? It doesn't make any sense," she sighed and got up, stepping out of the cubicle.

"Glasses," the Doctor called as they moved over to the researcher as he'd monitored the other cubes as well, "Is it the same? Is it the same all around the world?"

"They're empty," Kate observed the open cubes on the screen, "We're safe, right?"

"Ah, no, no, no, we are very far from safe," the Doctor shook his head, the Professor starting to frown, something was…off, "All along, every action has been deliberate. Why draw attention to the cubes if they don't contain anything?"

"Doctor, look…" Amy pointed to a monitor where people had begun clutching their chests in pain as they walked near a cube, before falling to the ground.

"They're CCTV feeds from across the world," the researcher frowned, pulling up more images, all the same, "They're showing the same."

"People are dying!" Kate gasped.

"What?" the Doctor leaned forward, not noticing the Professor starting to tense, "They can't be dying. How? How are they dying?"

"I want information on how people are being affected," Kate demanded of the researcher.

"The cubes brought people close together. They opened and then…"

"Ah!" the Professor hunched over, clutching her chest before falling to her knees.

"Professor!" the Doctor cried, rushing to her side, kneeling down, checking on her as she fisted her jacket over her left heart, shaking.

"Professor, what's the matter?" Amy gasped, shocked.

The Professor winced, "My left heart's shut down," she ground out.

"What?!" the Doctor's eyes widened.

"Hospitals are logging a global surge in heart failures," the researcher called, "Cardiac arrests."

The Professor nodded, squeezing her eyes shut in pain, "Only one heart. Other one's not working."

"Ok," Amy stepped over, "We need to get you to the hospital!"

"No!" the Professor pushed Amy away a bit, using her lifted hand to grab the Doctor's arm as he moved to support her, "Just a short circuit…I…" she swallowed hard, her mind racing, "Ten seconds after the cubes opened, what do the patterns show?"

The Doctor nodded, realizing the pattern might help them reverse this, and turned to the researcher, "Show us the patterns in their electrical currents," the researcher clicked a button and a heartbeat appeared on screen, "See?"

"No!" Kate's eyes widened.

"Yes, the power cut. They zapped the power and then…" he cut off as the Professor groaned, squeezing his arm again in another painful zing.

"They're signal boxes," she breathed, panting.

"People leaning in, wham," the Doctor told the humans, "Pure electrical surge out of the cube targeted at the nearest human heart. The heart, an organ powered by electrical currents, short-circuited. How to destroy a human? Go for the heart."

"Ow," the Professor moaned, "This is_ not _fun."

"The scans you set running," Kate called, "The transmitter locations. It's found them."

The Doctor looked at the monitor, seeing the seven points beeping, "And look at them all, pulsing bold as brass. Seven of them, all across the world. Seven stations, seven minutes. Why is that important?"

The Professor hunched forward again, "Ah!"

"How do you people manage?" the Doctor looked at the humans, feeling powerless to help his Bonded, so he did the one thing he could…he lashed out at others, "One heart, it is pitiful."

"A wormhole," the Professor gasped, "Bridging two dimensions. Seven of them hitched onto this planet, but…where's the closest one?"

"Glasses, zoom in," the Doctor ordered, knowing this was the Professor's way of distracting herself from the pain, she needed something else to focus on instead, a mission.

"It's the hospital where Rory works," Amy said, before glancing at the Professor, "Just what you need."

"No," the Professor shook her head, "Just…give me a moment…"

"To do _what_?" Amy asked, scared for her friend.

"To force my body to regulate itself to handle a single heart working," the Professor closed her eyes tightly, taking a few deep breaths.

The Doctor brushed back a lock of her hair, "You can do that?" he asked her quietly, surprised. Their species couldn't usually handle such a thing, their bodies being built to _need_ two hearts to survive.

She breathed out, looking at him, weary, before using him to help her stand, surprising the humans with how stable she appeared though they could tell she was NOT at the top of her game, "The High Council believed that, should a heart be injured too severely during combat, we should be efficient in operating with only the other one."

He blinked, tensing as he heard the hidden meaning in her words, "And how did they expect you to learn to do that?"

She gave him a bitter smile, "They stopped one of our hearts."

His hands clenched into fists, that was one of the _worst _pains a Time Lord could feel, everything hurt when one heart wasn't beating properly because they could barely function properly as a result. To actually stop one of their hearts, just for_ training_…the war had truly made sadistic men of the most honorable it seemed.

~8~

The Doctor walked down the hall of Rory's hospital, his arm around the Professor's waist. Even though she could support herself well enough with one heart working, she didn't need the extra strain, and anything he could do to make it easier for her, he would.

"How many deaths have been recorded?" the Professor asked Kate as she and Amy followed behind the aliens.

"We don't know," Kate shook her head, "We think it could be a third of the population."

"Kate," the Doctor paused a moment, "We have to find the wormhole, but the attacks could still happen. Tell the world. Tell them how to deal with this. The world needs your leadership right now."

"I'll do my best."

"Of course you will," the Professor smiled, "You're a Stewart."

The Doctor smiled at that, knowing the Professor was also referencing her past pseudonym of Katherine Stewart, "Good luck, Kate," he added, before feeling the Professor stiffen in his arms, biting her lip to keep from crying out.

"Ok," Amy frowned, seeing the action, "How long are you going to last with only one heart?"

"To be honest," she breathed, "Not much longer. Training and the use of this tactic was only meant to last long enough to get to an infirmary, till we could get out and get the other heart started again…"

The Doctor squeezed her closer, "We find the wormhole portal, we find the ship controlling the boxes, we reverse this," he nodded, pulling out his sonic, which began to whir quickly when they passed a little black girl holding a cube, "Hello. Hello!" he moved over to her, "You are giving off some very strange signals…" he brought the sonic closer, the girl's face glowing blue.

"Oh, my God," Amy gasped at the sight.

"Outlier droid," the Professor observed, "Monitoring everything," she looked at the Doctor, "If you shut her down, we can use the feed to locate the wormhole…"

He nodded, touching the sonic to the girl, "It's alright, it's alright," he moved the Professor to Amy as he lowered the child, only to see the Professor stagger, "No!" he rushed to her side, "It's been too long," he told her, scanning her, "You can't last much longer, you need both hearts!"

Amy looked around before grabbing a portable defibrillator, "Alright," she held up the paddles, "Desperate measures!"

"What?" the Doctor looked over at her, "No. No, no, no. That won't work. She's a_ Time Lord_!"

Amy just tugged the Professor's jacket to the side and pulled her shirt up a little, not willing to rip the woman's shirt, Lord knew what the Doctor would be like if this worked to have the Professor walking around with her shirt wide open, before placing the paddles to her chest and ribs, "Clear!"

The Professor jerked as the electricity coursed through her before gasping, sitting up with a cough as the Doctor rubbed her back.

He quickly leaned forward and pressed his ear to her chest, grinning widely, "Woo! Welcome back, lefty!" he kissed the Professor quickly, "Two hearts!" and again, "Woo!" and again, "Back in the game you are!" before kissing Amy on the forehead, "Never do that to her again," he warned before helping the Professor up as she laughed, hugging her close.

~8~

The trio stood before a goods lift in the back of the hospital where the sonic had led them, "Ah, portal to another dimension…in a goods lift?" Amy raised an eyebrow at it.

The Doctor looked at the sonic as did the Professor, "The energy signals converge here," she nodded.

"Does seem a bit cramped, though," the Doctor sighed, stepping in, only to reach out and touch the back wall, making it ripple like water. He grinned, "Through the looking glass?" he asked the girls, who smiled as they stepped through and into a dark spaceship where at least a dozen people were lying on slabs of some sort, Brian and Rory among them.

"Where are we?" Amy frowned, looking around.

"We're in orbit," the Professor assessed with a quick glance out the window, spotting the Earth with a light hue around it, "One dimension to the left."

"Rory!" Amy gasped and ran over to him.

"Ah," the Doctor pulled out a vial, tossing it to Amy, "Soborian smelling salts."

"Those are outlawed in seven galaxies!" the Professor chastised.

Amy just waved it under Rory's nose and he sat up quickly…only for someone to start shooting at them.

"Whoa!" the Doctor cried as they ducked down, the Professor with her blaster out, looking for the source of the attack, but unable to spot one, "Whoa! What kind of a welcome do you call that?"

Suddenly an old man with a worn, pale, dried face dressed in black appeared. The Professor fired at him, only for the blast to go through the hologram. She frowned, "Get them out of here," the Professor shouted to Amy, "You too. Now!"

"What are you going to do?" Amy called as Rory moved to his father's side with the vial.

"Absolutely no idea," the Doctor called back, "Get him to the portal."

Brian jerked awake as Amy and Rory moved to pull the trolley he was lying on out.

"So many of them," the hologram replied, eyeing the humans as they escaped, "Crawling the planet, seeping into every corner," it vanished and reappeared in front of a bank of monitors, like seven hexagonal glasses with stars and planets and information on them.

"It's not possible," the Professor shook her head, eyeing the information as they stepped closer.

The Doctor let out a breath, seeing what she had seen, "I thought the Shakri were a myth. A myth to keep the young of Gallifrey in their place."

"All myth stem from somewhere," the Professor sighed, one of her Academic classes had been based around the truth behind the myths of the Universe, it was how she'd learned about the 'Beast' on Kroptor.

"The Shakri exist in all of time, and none," the hologram stated, "We travel alone, and together. The Seven."

"The Shakri craft, connected to Earth, through seven portals and seven minutes."

"But why?" the Doctor frowned, eyeing her.

"Serving the word of the Tally," she shrugged.

"Why the cubes?" he turned to the hologram, "Why Earth?"

"Not Earth, humanity," the hologram corrected, "The Shakri will halt the human plague before the spread."

The Professor nodded, seeing the plan, "And erase humanity before it colonizes space."

"We thought the cubes were an invasion," the Doctor remarked, "The start of war."

"The human contagion _only_ must be eliminated," the hologram stated.

"Who are you calling a contagion?" Amy demanded as she and Rory returned.

"Oi! Didn't we tell you two to go?" the Doctor called, glancing at them as they walked over.

"You should have learned by now," Rory remarked with a small smirk.

"Yeah, and what is this Tally anyway?" Amy frowned.

"Some people call it Judgment Day," the Professor sighed, "Or the Reckoning."

"Don't you know?"

"We've never wanted to find out," the Doctor answered for her, knowing that the Professor probably would have told her what it was called, but that the knowledge would probably frighten the humans.

"Before the Closure, there is the Tally," the hologram cried, "The Shakri serves the Tally."

"The pest controllers of the Universe," the Doctor eyed it, "That's how the tales went, isn't it?"

"Wow," Amy scoffed, "That's some seriously weird bedtime story."

"You can talk. Wolf in your grandmother's nightdress?" he turned back to the hologram, "So, here you are, depositing slug pellets all over the Earth…"

"Made attractive so humans will collect them," the Professor added, "Hoping to find something beautiful inside."

"Because that's what _they_ are."

"Not pests or plague, creatures of_ hope_, forever building and reaching."

"Making mistakes, of course, every life form does."

"But they _learn_, and they strive for greater, and they achieve it."

"You want a tally?" the Doctor tensed, "Put their achievements against their failings through the whole of time."

"We will back humanity against the Shakri _every _time," the Professor finished, Amy and Rory smiling at them, both for their shared speech and their words.

"The Tally must be met," the hologram stated, "The second wave will be released."

Amy tensed, "What does that mean?"

"It's going to release more cubes to kill more people," the Professor replied bluntly.

"The human plague," the hologram cut in, "Breeding and fighting. And when cornered, their rage to destroy. You're too late, Doctor, Professor. The Tally shall be met."

And with that, the hologram disappeared.

"He's gone?" Amy frowned, wondering if it was a trick.

"He was never really here," the Professor countered, moving over to the other side of the information banks, looking at the controls.

The Doctor nodded, "Just the ship's automated interface, like a talking propaganda poster."

The Professor grinned, "I can stop the second wave," she snatched the Doctor's sonic off him, "And disconnect all the Shakri craft from their portals, leave them drifting in the darkspace."

"Ah," the Doctor frowned, eyeing her work, "But all those people who were near the cubes, so many of them will have died."

"I restarted one of your hearts," Amy reminded the Professor.

"You'd need mass defibrillation," Rory shook his head.

The Time Lords looked at each other at that, grinning widely, "Of course!" the Professor beamed, getting to work.

"Ah, beautiful!" the Doctor agreed, smiling at the Ponds, "But, Ponds, Ponds. We are going to go one better than that!"

"The Shakri used the cubes to turn people's hearts off."

"Bingo!" he hit a button, "We're going to use them to turn them back on again."

"Will that work?" Amy asked.

"Creatures of hope," the Professor smiled at her, "Has to," she soniced the computer once more and it beeped, "Thirty seconds."

"Don't let us down, cubes," the Doctor muttered, "You're working for us now…" a warning started flashing on the monitors, "Oh dear."

"All those cubes…" the Professor frowned, reading the warning, "There's going to be a terrible wave of energy ricocheting around here any second."

"Run!" the Doctor shouted, taking her hand and pulling her out.

"I'm going to miss this," Rory laughed as they ran for the portal, jumping back into the lift just as the ship exploded, the people around the world starting to get up off the ground.

~8~

"You, er, you really _are_ as remarkable as dad said," Kate told the Doctor as he and the Professor stood before her at the Tower of London the next morning, a car waiting for them. She kissed him on the cheek, knowing that, despite what the files said about how possessive the Time Lords were about each other, that they wouldn't see her as a threat, but as…as dear a friend as their Companions were given who her father was to the Doctor, "Thank you."

"My!" he laughed, looking at the Professor with a smile, "A kiss from a Lethbridge-Stewart. That is new."

The Professor laughed and moved to hug Kate, "You are a remarkable woman Kate."

"As are you Professor," she whispered in return, "I'm only sad that dad couldn't have the honor to meet you."

"You know…the Doctor told me so many stories about your dad," she smiled, "How remarkable he was. You know, the Doctor always kept a bit of the Brig with him on his travels."

"He did?" Kate asked, tears in her eyes to hear that her father had made such an impact on the Doctor that he remembered him, even after so long.

"Oh yes, you see, when we had an adventure on Earth once…the Doctor gave me a human name to go by."

"Not Professor Smith," Kate laughed, recalling how the Doctor often went by John Smith.

"No," she smiled, "Katherine _Stewart_," Kate gasped as the Professor squeezed her hand, "We Katherines, especially us Stewarts, must be remarkable as well eh?"

Kate laughed, yes, a Kat and a Kate Stewart would be remarkable women just because of the name.

"Oh dear," the Doctor cut in, glancing at his watch, growing just a bit modest at what the Professor was saying, "We're late for dinner dear."

The Professor nodded, the two of them saluting Kate before getting in the car to head back to the Ponds.

~8~

The Doctor and Professor sat with Amy, Rory, and Brian in their kitchen, having a family meal of Chinese with chopsticks.

"Dear me," the Doctor said as he and the Professor finished their food, "We'd better get going," he told her, smiling at the Ponds as they stood, "Things to do, worlds to save, swings to…swing on."

The Professor shook her head and followed him out, but he took her hand and led her back, "Look," he sighed, moving to stand before the Ponds, "We know, you both have lives here. Beautiful, messy lives. That is what makes you so fabulously human. You don't want to give them up. We understand."

"Actually," Brian cut in softly, "It's _you_ they can't give up, Doctor, Professor," he smiled, "And I don't think they should," he turned to his son and daughter-in-law, "Go with them. Go save every world you can find. Who else has that chance? Life will still be here."

"You could come, Brian," the Professor offered.

"Somebody's got to water the plants," he laughed, he'd been around the world a bit, saw quite a few landmarks, but he was not up to THAT sort of travelling just yet, "Just…bring them back safe."

"Of course," the Professor nodded.

Amy and Rory smiled widely, getting up to follow the Time Lords back to the TARDIS, pausing outside the doors to smile back at Brian before stepping in.

~8~

_"So that was the year of the slow invasion, when the Earth got cubed, and the Doctor and Professor came to stay. It was also when we realized something the Shakri never understood. What cubed actually means. The power of three."_

A/N: I just have to say, watching this episode I was like THANK GOD! If you take what the Doctor says about why Amy is so important to him being because she was the first person he saw after he regenerated literally...I was like -breath of relief- Because! The 10th Doctor saw Rose first, and THAT was why she was important to him. It had NOTHING to do with LOVE or anything! Or at least that's how it is in my mind lol :) I sort of take it a little like imprinting, where puppies or ducklings see something for the first time and just get attached to it. That explains SO much! :)

I also take The Power of Three to be something like Amy, Rory, and the Doctor/Professor because they are such a unit :)

And, just to say, yes, I will DEFINITELY be doing my own version of the 50th :) Just so you have fair warning, given that the chapters are based on the episodes, it may take me a while to write up a transcript and then write the chapter. So, I do promise that, at _the very latest_, by Christmas, I will have the 50th up as a chapter :) Lol, I might just do that, make it a Christmas gift and then do the Christmas special on the last day of the year :) Not sure.

Here's a question about the 50th though. I'm not sure whether to make it the last chapter of this story, to have this story listed as 'completed' after TNOTD and then tack another chapter on at the end. OR to have it as the first chapter of the next story, but we'd have a very long wait before chapter 2 would be posted. OR to make it a one-shot. I'm leaning more towards a one-shot, because I'm planning on the Christmas Special being the last 'official' chapter of this story and I feel like it would be weird to follow episodes, then have the 50th, then the last 'episode' again. And I also don't want to have such a long wait between the 1st chapter and 2nd for a new story...but then I'm worried that having the 50th as a separate one-shot and then putting the Christmas episode at the end of _this_ story might be a bit...weird? Hard to follow? Lol, that was probably very confusing, but I'm VERY open to opinions as I'll probably be debating it for a few months lol :)

But...OMG! We all know what's coming next don't we? The Angels Take Manhattan :'(


	6. The Angels Take Manhattan

The Angels Take Manhattan

"Oomph!" Rory let out a grunt as he hit the floor, well, the mat-like floor...again...for what must have been the 10th time in an hour.

He winced as the tip of a blade lightly came to rest on his neck, "Best 10 out of 11?" the Professor offered, smirking down at him, holding her sword at him, dressed in her usual attire except without her jacket or skirt, just her black shorts and tank top.

"No," he pushed the blade away carefully and struggled to get up, flinching, knowing he'd likely have bruises despite the padded floors. He rolled his shoulder, he'd landed on that one about 4 times, though he slowed when he saw the Professor sneak her foot under his fallen short sword and kick it into the air, grabbing it by the hilt to hold out to him.

"Show off," he muttered.

"Please?" she gave him a small pout, "I haven't had this much fun in ages!"

"Thanks!" the Doctor called from above them, a pout of his own in place. He and Amy were watching the small sparring/duel from above. It was a small room the TARDIS had made, circular, with a mat-like floor, there was a small walkway right when one entered, steps on either side of it that led down to the room from which others could observe.

The Professor had been _begging_ Rory for a duel with short swords since he revealed that he DID remember his life as a Roman. It seemed she had _finally_ broken him down about it. He'd agreed to duel her, beginning by saying that he didn't want to hurt her so if he got too rough to…

She'd had him on his bum before he could finish talking, laughing about how he should never underestimate his opponent.

He'd gotten up and they'd fought…only to realize the Professor really _did_ have quite the advantage over him. So much so that, at one point, she'd fought him with an arm literally tied behind her back, then with the sword in her 'weaker' hand, her legs tied together, blindfolded, among many other methods and all ended with the same result, Rory on his back, the wind knocked out of him.

He'd done much better that last go though, he'd lasted a full 5 seconds longer!

"Well YOU don't spar with me," she called up to the Doctor, moving to put the short swords away, seeing Rory a bit worn.

"That's because I'm a lover, not a fighter," he nodded, proud, straightening his bow tie.

She scoffed, "I know very well that you used Venusian Aikido in your 3rd body," she pointed up at him, "YOU just got too rusty," she crossed her arms, "I doubt you even remember it…"

"Oi!" he started heading down one set of stairs as Rory took the opportunity of the Professor's distraction to make his way up the other set, "I'll have you know I haven't forgotten a thing!"

"Really?" she smirked, "Prove it," and got into the perfect starting Venusian Aikido position.

He cleared his throat and pointed at her in warning, "I don't want to hur…"

Only to find himself being flipped over the Professor's shoulder as she grabbed his pointing arm and threw him over her.

He landed just like Rory, with an 'oomph' on his back, the wind knocked out of him.

The Professor laughed, "The Professor 1, the Doctor 0," before biting her lip, "Sorry dear, did I hurt you?"

"No!" he wheezed, "No, no, perfectly fine," he waved her off.

"Right," she nodded, before sighing, "I suppose you won't need a kiss to make it better then…" and turned to walk away.

"OW!" he cried, "Oh the pain!" he put his hand to his chest, "I do believe I've strained something," he peeked up at her as she walked over to him, amused, "In fact, I am so hurt that I can't possibly get up…"

She laughed and shook her head, kneeling beside him, leaning down to kiss him…only for him to turn, pulling her with him until he was straddling her, his hands holding her arms down on either side of her head.

"Ha ha!" he cheered, "And 1 for the Doctor!"

She raised an eyebrow, before shooting him a devious smirk that worried him for only a moment…

When she twisted, rolling him onto his back, straddling HIM this time, pushing him into the same position, "I believe that's 2 for me, 0 for you."

"Oh you think?"

Now it was HIS turn to smirk as he sat up quickly, pressing his lips to hers, startling her as he kissed her deeply.

"Now would be a good time to leave, right?" Rory whispered to Amy, the two of them seeing the Time Lords getting a bit lost in their kiss.

"Yup," Amy nodded, taking his arm to lead him out, "We should try and sneak some ice into that picnic basket…" she murmured, patting his sore arm as they quickly left the Time Lords to their moment, knowing they should probably remind them, after they'd taken care of Rory, about the picnic in Central Park they'd promised…though, judging by the very happy sounds the Doctor was making, they would probably have to wait a while more for that…

~8~

The Doctor was lying on an old, worn blanket draped over a large rock near a duck pond in Central Park, New York, circa the modern era, his head resting on the Professor's lap as she held a book in her hand, reading to him as she absently stroked his hair with her other hand. Amy was behind her, her own book in hand, round spectacles on her face, while Rory sat nearby basking in the sun, relaxing after a trying workout with the Professor.

"'New York growled at my window," the Professor read, "But I was ready for it. My stocking seams were straight, my lipstick was combat ready, and I was packing cleavage that could fell an ox at twenty feet…'"

"Professor, you're doing it again," Amy complained.

She laughed, "I'm reading to the Doctor."

"Aloud. You promised you would do that whole silent telepathy thing."

The Doctor rolled his head to look at Amy, "There's something different about you, isn't there?"

"What's the book?" Rory looked over.

The Professor held it up for him to see, not that he could really make it out. It was a yellow cover with a woman dressed in late 30s garb, her cleavage peeking out of her dress, her head bowed with a fedora on her head, blowing at a smoking gun, "'Melody Malone.' She's a private detective in old town New York."

"She's got ice in her heart and a kiss on her lips, and a vulnerable side she keeps well hidden," Amy near-recited.

"Oh, you've read it?" the Doctor looked at her again.

"The Professor read it. Aloud. And then you went 'yowzah!' And she hit you with the book."

"Only you two could fancy and be jealous of someone in a book," Rory laughed.

"I don't _fancy _her," the Doctor scrunched _his_ nose this time, making the Professor laugh, he was adorable, "I'm _impressed_ with her."

"Oh are you?" the Professor smiled.

"She reminds me quite a bit of you…maybe she's a future incarnation of you!"

She laughed, "Oh I doubt it."

He pouted, "Why?"

"Because my love," she smiled fondly at him, wickedly, "You'd never let me leave the TARDIS dressed like she is on the cover…actually, you'd never let me leave the bedroom."

"Ooh," Amy laughed, "Can we see the cover?"

"No," the Doctor blushed, "No, the Professor's busy reading the story…it's your hair!" he pointed at Amy suddenly, trying desperately to change the topic, "Is it your hair?"

"Oh, shut up," Amy rolled her eyes, before pointing at her face, "It's the glasses. I'm wearing reading glasses now, on my nose, see? There you go."

"I don't like them. They make your eyes look all liney…" the Professor flicked his ear and he winced, realizing what he'd said, "No, actually, sorry. They're fine. Carry on."

"Ok," Rory cut in, seeing Amy about to kill the Doctor for commenting, indirectly, on her age, "I'm going to go and get us some more coffee. Who wants more coffee? Me too. I'll go!"

"Rory," Amy called, making Rory pause in his goings, "Do I have noticeable lines on my eyes now?"

"Yes," the Doctor answered as the Professor shook her head at him, laughing when _Amy _whacked him with her book too.

"No," Rory answered quickly.

Amy frowned, eyeing Rory's back as he had yet to turn around, "You didn't look."

"I noticed them earlier," he commented, before wincing, "_Didn't_ notice them. I specifically remember _not_ noticing them."

"You walk among fire pits, Centurion."

"Do I have to come over there?" he glanced at her.

"You can if you like."

He smiled and walked over, "Well, we have company."

"I'll get the Professor to babysit," Amy smirked, leaning forward to kiss Rory as he crouched down.

"Oh, do you know, it is _so_ humiliating when you do that," the Doctor commented.

"Like you can talk," Amy laughed, pulling away, "As I recall, you and the Professor are the reason why people have to kiss under the mistletoe."

The Professor had to laugh at that, they'd accidently started that tradition a few weeks/centuries back.

"Coffee?" Rory cut in again.

"Coffee."

"Make hers a decaf," the Professor told Rory with a nod at Amy, "She's worked up enough."

"Oi!" Amy whacked her in the shoulder with her book as Rory laughed and headed off.

"Can I have a go?" the Doctor sat up and put Amy's reading glasses on his nose.

"Is it your turn then?" the Professor asked, moving to switch positions with him, resting her head in his lap now.

"Exactly," he gave her a quick peck before taking the book and looking at the words, "Oh, actually, that is much better. That is exciting."

The Professor laughed, "All those incarnations of you using glasses to look clever, and now you might actually need them."

"Come on," Amy laid down, closing her eyes to bask in the sun, "Read to us."

"I thought you didn't like us reading aloud," the Doctor smirked.

"Shut up, and read us a story. Just don't go 'yowzah.'"

"I second that," the Professor added.

"I only 'yowzah' for you my dear," he promised her.

"Good."

"No more flirting!" Amy shouted with a laugh, "Just read the book!" the Doctor chuckled and tore out the last page, making Amy crack open an eye to stare at him, "Why did you do that?"

"He always rips out the last page of a book," the Professor replied, "Even in the Academy. You have _no idea_ how irritating it is to get to the end of a book and for there to be no ending."

"That's the whole point!" he cheered, "Then it doesn't have to end. I hate endings," he put the page in their picnic basket before clearing his throat and starting to read, "'As I crossed the street, I saw the thin guy, but he didn't see me. I guess that's how it began…"

~8~

They had moved to a small bridge across the pond, Amy looking down from one side, following the ducks to the other, as the Doctor sat on the railing, his arms around the Professor as she stood before him, the Professor back to reading, "'I followed the skinny guy for two more blocks before he turned and I could ask exactly what he was doing here. He looked a little scared, so I gave him my best smile and my bluest eyes…'" she frowned, trailing off.

"Beware the 'yowzah,'" Amy called, turning to lean on her railing, facing them, facing the Doctor, "Do not, at this point, yowz…" but she frowned, seeing their concerned expressions, "Professor, what is it? What did the skinny guy say Doctor?"

The Doctor swallowed, reading over the Professor's shoulder, "He said, 'I just went to get coffees for the Doctor, Professor, and Amy. Hello, River.'"

"'Hello, dad,' I greeted,'" the Professor read.

"'Where am I? How the hell did I get here?'"

"'I haven't the faintest idea, but you'll probably want to put your hands up.'"

"'Just then a man stepped out of the shadows behind the thin man, my father, Rory Williams, pointing a gun straight at him. He put his hands up when I noticed a large black man step up behind me.'"

"'Melody Malone?' the black man asked, his voice gruff.'"

"'_You're_ Melody?' dad looked at me, bewildered.'"

"'A limousine pulled up behind us, the door opening ominously.'"

"'Get in,' the gruff man behind me ordered. Pity, he didn't know I don't take orders from anyone.'"

"We need to go," the Professor closed the book, "Now," and pulled the Doctor off, Amy running after them.

~8~

The Time Lords ran around the console, trying to track down Rory as Amy followed them, holding the book, "What's River doing in a book? What's _Rory_ doing in a book?"

"He went to get coffee," the Doctor told her, "Pay attention."

"He went to get coffee and turned up in a book? How does that work?"

"We don't know. We're in New York!"

"Where did you get this book?"

"It was in his jacket," the Professor sighed, pulling a few levers.

"How did it get there?"

"How does anything get there?" the Professor tried to smile, "_I've_ actually given up asking."

"Date," the Doctor called to Amy as he moved to a keyboard, "Date. Does she mention a date? When is this happening?"

"Yes," Amy nodded, searching the book, "Hang on…"

"April the 3rd, 1938," the Professor answered as Amy pointed at her, nodding.

~8~

"'You didn't come here in the TARDIS,' I stated, eyeing my father, 'Obviously,'" Amy read as the Time Lords scrambled, "'Why?' Rory frowned. 'They couldn't have,' I shrugged, a smirk playing on my lips as I imagined how irritated my godfather must be at that,'" Amy eyed the Doctor, seeing his less than pleased expression, "She's got you there."

"Couldn't have?" the Doctor sputtered, "What does she mean? Couldn't have?"

Amy looked back down at the book, "'The limousine had just passed Grand Central Station, the lights of the city blurring in my vision as I gazed out the window a moment before sighing, 'This city's full of time distortions. It'd be impossible to land the TARDIS here. Like trying to land a plane in a blizzard. Even I couldn't do it.' I shook my head, I doubted even my godmother could.'"

The Professor blinked and straightened up, "Excuse me? She doubted even who could do it?" she demanded, feeling quite a bit offended at River's lack of faith in her.

"Don't you two fall out, she's only in a book," Amy rolled her eyes.

"1938," the Doctor grumbled, just as irritated, "Easy one," he pulled a lever and there was a clank, a flash, sparks shooting out all over the console.

"Just fantastic!" the Professor muttered as a 'Warning: Temporal Distortions Detected' flashed on the monitor, followed by the screen going black with a 'No Signal' sign blinking.

"What was that?" Amy asked as the TARDIS stopped with a thud.

"1938," the Professor whacked the rotor, a bit irritated, "Thanks mum," she muttered.

"We just bounced off it," the Doctor sighed, rubbing his forehead. They needed to regroup and rethink this plan, quickly. They headed for the door to see where they'd landed.

Amy followed, reading from the book again, wanting to see how River managed to get there, "'So how did you get here?' my father asked. 'Vortex manipulator,' I smirked, holding up my wrist to show him the device, 'Less bulky than a TARDIS. A motorbike through traffic. You?' He sighed, 'I'm not sure,' before turning to look out the window, ill at ease.'"

The Professor held the doors open for them to step out into a graveyard, smoke releasing from inside the TARDIS, the view overlooking Manhattan.

"It had to be Weeping Angels," the Professor remarked, crossing her arms and staring at the TARDIS, trying to think of something they could do.

"The Weeping Angels?" Amy frowned.

"It makes sense," the Doctor nodded.

"It makes what?"

"That's what happened to Rory," the Professor turned to her, "That's what the Angels do. It's their preferred form of attack. They displace you back in time, let you live to death."

"Well, we've got a time machine. We can just go and get him."

"Well, tried that," the Doctor grumbled, "If you've noticed, and we are back where we started in 2012."

"We didn't start in a graveyard," she pointed out, "What are we doing here?"

"Don't know."

"Probably causally linked somehow," the Professor sighed, trying to see into the TARDIS.

"Doesn't matter," the Doctor cut in, leaning into the doors of the TARDIS, trying to clear the smoke, "Extractor fans on!"

"Well, we're going to get there somehow," Amy called, "We're in the rest of the book."

"Doing what?"

"Page 43, you're going to break something."

"I'm what?"

Amy rolled her eyes and read, "''Why do you have to break mine?' I asked the Doctor. He frowned and said, 'Because Amy read it in a book and now we have no choice.''"

They turned around at that to see Amy was in fact reading ahead from the book, "Stop!" the Professor shouted, running over.

"No!" the Doctor snatched the book away, "No! Stop!"

"You _can't_ read ahead Amy. You mustn't."

"And you can't do that!"

"But we've already been reading it," Amy argued.

"Just the stuff that's happening now, in_ parallel_ with us," the Professor told her, "That's as far as we can go."

"But it could help us find Rory!"

"And if you read ahead and find that Rory dies?" the Doctor countered, "This isn't any old future, Amy, it's ours."

"Once we know what's coming, it's fixed. We won't be able to change it."

It wasn't exactly true, the future was always up for interpretation. Like their supposed 'fixed point' deaths at Lake Silencio. They had survived, obviously, but the Universe thought they had died. The problem with reading it in a book...they didn't know what the context was and they wouldn't be able to know. If they read ahead and found out Rory was shot, point blank, or something and died...well, it had clearly already happened to the person writing the book, to River. Being part Time Lord the timelines were more sensitive to events in her life than others. If she experienced her father dying...they wouldn't be able to change it. It was like with Rose, her father's death was an established event at the time the Doctor had taken her back to meet him. This book was a representation of an established series of events in River's personal history.

They might be able to change it, to skew it, but only if they didn't know what the established event was. Seeing the future happening and trying to change the present could be done, like Amy had done in Two Streams, but once it had been written...it couldn't easily be changed. The future was usually in flux, but once a specific event was known, was recorded, in something like a book, it became more like an established chain of events. But if they didn't know what that chain was, if they didn't know what had been established, then time was still in flux and could be changed.

Ignorance was bliss in this case.

The Doctor rubbed his head, "We're going to break something, because you told us that we're going to do it. No choice now."

"Time can be rewritten," Amy frowned.

"Not once you've read it," the Professor sighed, THIS was why humans weren't meant to mess with time, they knew and understood so little of it, sometimes things could change, sometimes things weren't what they seemed, but...when a time traveller wrote of the future...that was dangerous because it created a fine line between established and flux, "Once we know what's coming, it's as good as written in stone."

~8~

"Now," the Doctor clapped his hands as they stepped into the TARDIS which had calmed down some, "Where are Rory and River now?" he glanced at the Professor.

She flipped through the book, neither of them letting Amy near it now that they knew it was time related, "'I strolled into Mr. Grayle's home, observing the massive amounts of china he had gathered, 'Ah,' I trailed my finger along one, 'Early Qin dynasty, I'd say.' I glanced back at my father who just shook his head, not sure of what was going on. Mr. Grayle just smirked, 'Correct. Are you an archaeologist as well as a detective?'" the Professor snorted, shaking her head, "Archaeologists…"

"Ok," the Doctor smiled at her, "Landing a plane in a timey wimey blizzard. We _could _push through…"

She shook her head, "But if we're out by a even _nanosecond_, the engines will phase and we'll shatter the planet."

He nodded, "We need landing lights."

"Landing lights?" Amy raised an eyebrow.

"A signal to lock on to," the Professor explained.

"What did she say?" the Doctor looked at her, "Early what dynasty?"

"Qin," she tossed him the book and took control of the piloting.

"'Early Qin,' Mr. Grayle nodded, laughing, 'Just as you say. You're very well informed.' I smirked at him, 'And you're very afraid. That's an awful lot of locks for one door,' I glanced behind me at the number of locks on his front doors, all of them latched. 'River,' my father called, looking at the Chinese characters on a vase becoming English, 'I'm translating.' Bless, he looked so confused. I smiled, 'It's a gift of the TARDIS. It hangs around.' Mr. Grayle frowned, eyeing my father, 'This one,' he called to his men, 'Put him somewhere uncomfortable.' The man who had pulled the gun on me stepped up, 'With the babies, sir?' I frowned at that. Mr. Grayle though, smiled, nodding in thought, 'Yes, why not? Give him to the babies.''"

"I'm not sure I want to know," the Professor remarked, pulling a lever and landing the TARDIS.

They quickly made for the doors, stepping out into a decorating workshop in China, 221 BC, "Ah, hello, yes," the Doctor called, pulling out the psychic paper, "Special commission from the Emperor."

~8~

"What about now?" the Doctor called to the Professor.

"She's just stepped into another room with china Doctor," the Professor huffed, "Give me a moment!" he stuck his tongue out at her and she whacked him in the shoulder with the book.

"Just read!" Amy rolled her eyes, "I'd like to get my husband and daughter out of danger please."

The Professor huffed but opened the book, "'Mr. Grayle, ever the gentleman, helped me remove my mackintosh, when I noticed words forming on one of the vases. I smirked, that was certainly _not_ a Chinese epigram. 'Hello sweetie, sweetums,' I greeted to no one in particular, before looking around the room some more. It was a lesson from an old friend, use your eyes, notice everything, and I did. I could see so much,'" the Professor smiled, "Aw, see that," she tapped the Doctor, "I taught her that."

He rolled his eyes and took the book from her, continuing on, "'Let's see,' I eyed his collection of artifacts, 'Crime boss with a collecting fetish. Whatever you don't let anyone else see has got to be your favorite. Or possibly your girlfriend…' I walked over to a curtain and pulled it open, not at all surprised to see a snarling, and badly damaged, Weeping Angel statue behind it, chained up. I raised an eyebrow and glanced at Mr. Grayle, 'So, girlfriend, then.' I sighed and stepped away, lifting my Vortex Manipulator and typing a message in, I'd wasted enough time. Something I'd learned from another dear friend, always waste time when you don't have any…'" the Doctor grinned, "Ha! _I _taught her that one!"

"Doctor?" the Professor tried not to laugh, pointing at the monitor where 'Yowzah' had appeared.

"What's that?" Amy asked.

He beamed, "Landing lights. We have a signal."

The Professor nodded, "Locking on!" and pulled a lever making the TARDIS jolt.

~8~

The Doctor tossed the book back to Amy as she fell on the jump seat, the jolting increasing, "Keep up!" he told her, moving to help the Professor control the box.

"'The Angels are predators,' I told him, tugging at my hand caught in the Angel's grip,'" Amy shouted over the noise, frowning, she'd skipped over a paragraph, she'd missed the part where the Angel had grabbed River, but it seemed like it was ok to go on, the Doctor and Professor were too distracted, "'They're deadly. What do you want with them?' Mr. Grayle smiled, 'I'm a collector. What collector could resist these? I'm only human.' I scoffed, 'That's exactly what they're thinking,' I looked up as the lights went out. 'What's that?' Mr. Grayle gasped, 'What's happening? Is it an earthquake?' he looked around as a strange wheezing filled the room, sounding like something was struggling, papers blowing around. 'What is it?' Grayle looked at me, alarmed. I smirked, shaking my head with a laugh, this was JUST like them, 'Naughty, naughty. You could burn New York.' Grayle just looked confused as to who I was talking to, 'What does that mean?' I had to laugh, THIS is what he gets for trying to trap me with an Angel, 'It means, Mr. Grayle, just you wait till my family gets here.'"

The TARDIS landed with a thump, the three of them able to hear china breaking just outside the doors.

"Come on!" Amy called, rushing for the doors, the Time Lords behind her.

They ran out and into the entrance hall of a very nice house, the locks on the doors just as River described in the book. Amy ran up the stairs, "Rory? Rory? Rory!"

The Doctor and Professor, however, caught sight of someone standing in a study, "Sorry we're late, dear," the Professor smiled, walking into the study with the Doctor.

"Traffic was hell," the Doctor joked before flashing an unmoving Grayle as he lay on the floor with the sonic, "Shock. He'll be fine."

"Pity," the Professor mock-sighed.

"Not if I can get loose," River remarked, tugging on her hand which was still in the grip of the beaten Angel statue. Apparently, Grayle had turned off the lights as soon as she was close enough for the Angel to grab her and had been threatening her for information about them.

That would _not_ do in the Professor's book at all, "Don't worry dear, I'll take care of it," the Professor smirked, making River laugh.

Grayle would be in for hell now that her godmother was after him.

"So where are we now, Dr. Song?" the Doctor asked as they walked over to her side, "How's prison?"

"Oh, I was pardoned _ages_ ago," she shrugged, "And it's Professor Song to you."

"Congratulations," the Professor smiled.

"Pardoned?" the Doctor asked, smirking.

River smirked, knowingly, "Mhmm. Turns out the people I killed never existed in the first place. Apparently, there's no record of them. It's almost as if someone's gone around deleting themselves from every database in the Universe."

"Took us a while though," the Professor sighed.

After dealing with Solomon they realized they hadn't been as thorough as they should have been. His name was as good as erased, but hers still lingered. It seemed fear was much harder to kill than hope. They'd spent ages going back through the data banks, spreading new rumors of their deaths, working on providing fake proof to the species who feared her that she truly was gone before things seemed to quiet.

"Why would you do that?" River eyed them.

"You said we got too big," the Doctor shrugged.

"And now no one's ever heard of you. Didn't you used to be somebody?"

"Weren't you the woman who killed the Professor and the Doctor?"

"Doctor who?" she joked.

"She's holding you very tight River," the Professor warned her, having leaned in to examine the Angel's grip on River's wrist.

"At least she didn't send me back in time."

"I doubt she's strong enough."

"Well, I need a hand back, so which is it going to be?" she asked them, "Are you going to break my wrist or hers?" the Doctor and Professor exchanged a solemnly look, before glancing at Amy as she came up in the doorway behind them, and back at River, "Oh, no," River's eyes widened as she pouted, "Really? Why do you have to break _mine_?"

"Because Amy read it in a book," the Doctor sighed, "And now we have no choice," he glanced back at her again, "You see?"

Amy gave a solemn nod.

"What book?" River asked.

"Your book," the Professor told her, snatching the book from Amy to show her, "Which you haven't written yet, so we can't read."

"I see," River nodded, thinking, "I don't like the cover much."

"Yes," the Doctor nodded, frowning at it, "I must say, as your Godparents, and we're sure we speak for your parents too, we do _not_ approve."

River rolled her eyes, leave it to one of her 'fathers' to take issue with her choice of outfit.

"But if River's going to write that book, she'd make it useful, yeah?" Amy called, trying to be helpful, feeling terrible that, because _she_ had read ahead, her daughter was going to end up with a broken wrist.

"I'll certainly try," River nodded, "But we can't read ahead, it's too dangerous."

"I know, but there must be _something_ we can look at."

"What, a page of handy hints, previews, spoiler-free?"

The Professor smirked, kissing him, "You are a genius dear," laughing at his confused expression before putting the book in his hands, "Chapter titles."

He grinned, quickly opening the book, reading the titles.

Chapter Nine – Calling the Time Lords

Chapter Ten – The Roman in the Cellar

Chapter Eleven – Death at Winter Quay.

"He's in the cellar!" he called.

"Gimme!" Amy reached out as the Professor took the book, the Doctor handing Amy the sonic as she rushed off. The Doctor headed after her when…

"Doctor," the Professor called quietly, solemn.

He froze, _that_ was never a good tone. He turned around to see the Professor frowning, "What is it?"

"You didn't read the last title, did you?" she breathed.

He frowned and walked over, looking down at what she'd seen.

Chapter Twelve – Amelia's Last Farwell

He froze, his eyes wide.

"What's wrong?" River frowned, seeing their expressions, "Doctor? Professor? What is it? Tell me. Doctor? Professor, what is it, tell me…" she trailed off, seeing the Doctor starting to tense, moving past sorrow to anger, "Ok, I know that face. Calm down. Calm down! Professor get him to calm down!"

"No!" the Doctor snapped, glaring at her, "Get your wrist out. You get your wrist out _without _breaking it!"

"How?" she called as he just stormed out of the room to go help Amy.

"I don't know. Just do it. Change the future!"

The Professor sighed as he walked off, she looked at River, not about to leave her unprotected. The book hadn't mentioned anything about how River had broken her wrist, if she even had, how she got free, perhaps there was still something _she_ could do…

~8~

"Rory?" Amy called as she opened the cellar door, she and the Doctor pausing at the top of the steps, only to see burned out matches scattered on the floor, small cherub statues looking up at them.

"No!" the Doctor pulled her back as she tried to head down the stairs, "They're Angels. Baby Angels."

"Did they get Rory?" she asked as they slowly began to back up the stairs, "Where is he? Did they take him?"

"Yes, I think so, yes," he quickly turned, and ran back up the stairs with her.

~8~

"Well?" River asked, watching the Professor as she eyed the statue's arm.

"I can get you out," she said, "It'll still break your wrist though, but…"

"But what?"

The Professor glanced at her, "The Angel will be screaming too."

River nodded, bracing herself, "Do it."

The Professor took a breath and backed up, before quickly shoving her foot out, right at the Angel's forearm. Had the Angel been lying down, you'd have thought she had stomped on it. River hissed in pain as she felt her wrist twist painfully as the Angel's arm was broken off.

"You can't kill a stone," the Professor remarked, eyeing the statue, "But you CAN chip away at it," she stepped closer, letting herself blink to see the statue had moved to grip its broken arm with its good one, its face etched in agony. She smirked, "You so much as _look_ my goddaughter again and next time it will be your head," she threatened, knowing the Angel could hear her.

She nodded to herself, before kneeling beside River as she cradled her wrist to her, clearly broken. She'd managed to free herself, the force of the Professor's kick cracking the rest of the arm to the point where the pieces fell away enough for her to pull her wrist out.

"I'm sorry," she whispered, putting a hand on River's back.

"Help me into my coat?" River asked, nodding as she stood, "We can't let the Doctor see."

"I know," she sighed, getting River's coat for her, helping her on, the long sleeves concealing her injury. They headed towards the entrance hall, able to hear Amy and the Doctor coming back from the cellar as River pulled out a device from her pocket.

"So, is this what's going to happen?" they could hear Amy ask, "We just keep chasing him and they keep pulling him further back?"

"He isn't back in time," River called as they stepped into the entrance hall, she held up her scanner, "I'm reading a displacement, but there are no temporal markers. He's been moved in _space_, not in time, and it's not that far from here by the look of it."

"You got out," the Doctor smiled, relieved.

"So, where is he?" Amy cut in.

"Well, come on, come on, come on, where is he?"

"If it was that easy, I'd get you to do it," River rolled her eyes before handing the device to the Professor to fiddle with.

"How did you get your wrist out without breaking it?" the Doctor eyed her.

"You asked, we did. Problem?"

The Doctor just beamed, "You just changed the future."

"As much as I can," River answered hesitantly, "I've learned a lot about time you know."

The Doctor snorted a bit, thinking back to Lake Silencio, "Not enough I'd wager. We had to go to school _400 years_ to learn about it in its entirety."

"392," River corrected, recalling they entered the Academy at 8 and left at 400, as she looked over the Professor's shoulder as she worked.

The Doctor had to laugh at that, she was JUST like the Professor with her nitpicking accuracy when it came to times, "She's good," the Doctor looked at Amy, "Have you noticed? Really, really good. Like the Professor!"

"Wherever Winter Quay is…" the Professor called, "It's within a few blocks."

"There's a car out front," River smirked, "Shall we steal it?"

The Professor laughed, "You seriously have to ask HIM," she jerked a thumb at the Doctor, "About stealing transport?"

"Show me!" the Doctor darted forward, grabbing the Professor's hand to pull her along, accidently knocking into River's right arm, making her hiss in pain. He stopped dead and turned to see her clutching her wrist to her chest. He closed his eyes, realizing River had lied, but the Professor hadn't said anything.

River's wrist was broken.

The future was still set.

~8~

"Ok," the Doctor handed Amy the scanner, not wanting to deal with it right now, needing to have a word with his goddaughter about lying, "When all those numbers on both units go to zero, that's when we've got a lock, ok? It's how we find Rory."

"Got it," Amy nodded, moving to lean against a wall. She glanced over at the stairs. River was sitting in the middle of them, the Professor to her left, gently examining the woman's wrist, while the Doctor moved to sit on River's right.

"Why did you lie to me?" he asked River quietly, the Professor, by not saying anything, hadn't _technically _lied to him.

"When one half of one's family are ageless gods who insist on the faces of twelve year olds, one does one's best to hide the damage," River explained softly.

"It must hurt," he murmured, reaching for her wrist too, "Come here."

"Yes," River swallowed hard, "The wrist is pretty bad too."

The Doctor looked down at the wrist and over at the Professor who nodded, reaching out to hold River's hand while he gripped below her wrist. They concentrated and suddenly River's hand started to glow golden with regeneration energy, healing it.

"No," River gasped, trying to struggle out of their hold, though she should have known better, those two had more experience than anyone in how to hold onto things they cared about, "No. No, stop that. Stop that. Stop it!"

"There you go," the Doctor smiled, setting her hand down, "How's that?"

"Well, let's see, shall we?" she slapped the Doctor and punched the Professor in the shoulder, "That was a _stupid_ waste of regeneration energy," she glared at them, "_Nothing_ is gained by you two being sentimental idiots!"

"River…" the Doctor frowned.

River just stood up, "No, you embarrass me!"

"River!" he called as she stormed towards the door.

"MELODY CATHERINE WILLIAMS!" the Professor shouted, standing up with her hands on her hips.

River froze, tensing, it was NEVER a good thing when the Professor used her full name.

"Come. Here. Now."

She slowly turned and walked back over to the Professor who had moved down the stairs to stand before her. She looked down, feeling like a child about to be scolded. The Doctor and Professor she knew, the Doctor was the one who tried to be responsible, chastise her and scold her for things, but it was just so out of character for him that it never quite…worked. The Professor, on the other hand, rarely ever scolded her, being the one more likely to help her get into all sorts of predicaments (wanting to be there to keep her safe) but when she did…she made sure to get her point across.

Amy watched the interaction with a soft look on her face, it touched her so much to know that her daughter really did have almost two sets of parents. Her and Rory, for her human half, and the Doctor and Professor for the time travelling/Time Lord half. It meant so much to know that they would always be there for River, and to know that they'd act like parents when they had to.

The Professor took a breath and reached out to lift River's face, just under her chin so the woman would look at her, "You are our goddaughter," she told River, her voice firm, "You are our _family_. You are the _only_ family we have left_._ We will _always_ worry about you. We will _always _protect you. And we will _always_ take care of you. We will _never _let anything hurt you. Whether that means throwing a shoe at a robotic version of your mother or siphoning off some regenerative energy to heal you, we _will _do it. For _you_. We don't have many things we truly and deeply care about River, we have each other, we have the TARDIS, we have our Companions, and we have YOU," she searched River's eyes, making sure the woman could see how much she meant her words, "Understand?"

River nodded, tears in her eyes at how much her godparents cared for her, but so upset because she never ever wanted to be the reason they were hurt, because they were trying to protect her. And that's all their 'healing' had done, hurt their future, what if they needed that energy in the future? And they'd wasted it on her?

She stepped back and turned to step outside for a moment, needing some air.

"Amy?" the Doctor called, getting up to go to the Professor's side, "Check on your daughter."

Amy nodded, stepping over to hand them the device before she headed outside.

~8~

The Doctor and Professor were sitting on the stairs, close, their arms around each other, heads resting on each other when the device beeped in the Doctor's lap.

He grinned, looking down at it as it had homed in on Rory, "There you are," he got up and took the Professor's hand, the two of them rushing outside to Amy and River, "Got it! He's at a place called Winter Quay. The car, yes? Let's go."

They hopped into the car that River and Amy had got running, driving past a pair of statues, a mother and son. The Professor glanced at them as they passed, smirking when she blinked and the mother was gone, good thing she'd left the door _wide open_ to Grayle's home. He should be waking up soon.

And what a surprise would be waiting for him.

No one messed with her family.

~8~

They pulled up to the Winter Quay apartment building and got out, River frowning up at the building, confused, "Why would they send him _here_? Why not zap him back in time, like they normally do?"

"We'll know that when we know what this place is," the Professor answered.

"Winter Quay," Amy read the sign out front.

They ran to the doors, which opened ominously for them, before stepping inside.

"The lift," the Doctor called, leading them to it, sonicing it open and getting them all in.

"Rory?" Amy looked at River who was tracking him on her device.

"He's close," she nodded.

"Rory!" Amy shouted as the lift stopped on the eighth floor and they rushed out, "Rory!" she ran to the only open door, apartment 802, to see Rory standing there.

"Amy!" Rory ran over to her, hugging her.

"Doctor, Professor, look at this," River called, her eye on an Angel down the hall, grinning at them, "Why is it smiling?"

The Doctor looked over to see the nameplate on the door read 'R. Williams' and his eyes widened, "Amy! Rory!" he ran into the room with River, the Professor backing in, keeping her eye on the Angel, "Get out of here! Don't look at anything. Don't touch…"

"Who's that?" Amy breathed, spotting an old man lying in a bed in the back of the room.

The man pointed at them, his eyes wide with happiness, hope, relief, love, and sadness, "Amy," he rasped, "Amy, please. Amy, please. Please…"

Amy hesitated before walking further into the room over to the old man, before she saw _who _he was, she'd recognize him anywhere, "Rory…" she breathed, kneeling down and taking his hand. She glanced over at _her_ Rory in the doorway to the bedroom, "He's _you_."

"Amy," Old Rory breathed, smiling softly at her before his head lulled to the side.

"Will someone please tell me what is going on?" Rory demanded.

"I'm sorry, Rory," the Doctor frowned, "But you just died."

"This place is being policed by Angels," the Professor called, still half in the doorway, keeping her eyes on the Angels, keeping them back, "Every time you try to escape, you get zapped back in time."

"So this place belongs to the Angels?" Amy shook her head, "They built it?"

"Displacing someone back in time creates time energy, that's what the Angels feed on."

"But normally, it's a one off, a hit and run," the Doctor continued, "If they could keep hold of their victims, feed off their time energy over and over again…"

"This place is a farm," the Professor realized, "A battery farm."

The Doctor turned to her and River, "How many Angels in New York?"

"It's like they've taken over every statue in the city," River shook her head, and that was just based on the level of energy her scanner was picking up.

"The Angels take Manhattan because they can, because they've never had a food source like this one. The city that never sleeps…" he trailed off as there was a loud thudding by the window, like heavy, slow footsteps. He paused, heading over to the window to look out.

"What was that?" Rory hesitated to ask.

"I don't know," he remarked, before glancing at Rory, "But I think they're coming for you."

"What does that mean? What is going to happen to me? What is physically going to happen?"

"The Angels will come for you," the Professor called, her back still to them, "They'll send you back in time to this very spot, thirty, forty years ago. And you'll live out the rest of your life in this room, until you die in that bed."

"And will Amy be there?" Rory asked as Amy looked at him. She couldn't help but smile at that, Rory, her Rory, he'd live anywhere, in any time period, in any situation or circumstance, as long as he got to live it with her.

"No."

Amy frowned and turned to the Professor, "How do you know?"

"Because he was so pleased to see you again," the Doctor told her softly, understanding all too well what that felt like.

"Ok," Rory nodded, trying to think of something, starting to feel desperate now, "Well, they haven't taken me yet. What if I just run? What if I just get the hell out of here? Then that never happens."

"It's _already _happened," the Doctor sighed, "Rory, you've just witnessed your own future."

"Doctor, he's right," River cut in.

"No, he isn't."

"If Rory managed to get out…" the Professor hesitated, "It would create a paradox…a _massive _paradox, and given the type of energy it's based on…"

"What_ is_ that?" Amy turned to the window, hearing the footsteps again.

"This is the Angels' food source," River turned to the Doctor, encouraged now that the Professor was agreeing with her, "The paradox poisons the well. It could kill them all. This whole place would literally un-happen."

"It would be almost impossible," the Doctor warned.

"Loving the almost."

He shook his head, "But to create a paradox like that takes almost unimaginable power. What have we got, eh? Tell me. Come on, what?"

"Amy," the Professor said, and they could _all _tell she was smiling despite only seeing her back, "Tell him what we've got."

Amy grinned, taking Rory's hand, "I won't let them take him. _That's_ what we've got."

The Doctor smiled, just like him and the Professor they were. And that, that was something more powerful than anything else.

"Whatever that thing is," Rory paused, hearing more footsteps, "It's getting closer."

"Rory, even if you got out," the Doctor turned to him, needing him to understand how serious this was, "You'd have to keep running for the rest of your life. They would be chasing you forever."

"Well, then," Amy nodded, determined, "Better get started."

"I've got this one held back for now," the Professor called as she heard Amy and Rory near the door, "There'll be more in the stairwell," she reached back and grabbed Rory's arm, "Be careful."

They nodded when suddenly the lights flickered and another Angel appeared at the other end of the hall, near the lift, the one the Professor had been watching now snarling at them, closer.

"Husband," Amy shoved him, her gaze on the lift Angel, "Run!"

Rory took off, dashing past the Angel as Amy followed, her eyes on the lift Angel till they passed.

The lights flickered again and the Doctor pulled the Professor into the room as the snarling Angel appeared in the doorway with its friend.

"Dear," he whispered in her ear, "I'm not entirely sure this can work."

"'Cos you can't think as fast as me," she replied as he squeezed her.

"Sweetie, sweetums," River called, their eyes on the Angels as the lights flickered and the Angels entered the room, "Shut up."

The Doctor pulled out the sonic and flashed the light bulb above them to keep the lights on as the Angels surrounded them.

"This isn't going to last much longer," the Professor remarked, knowing that, while she could keep her eyes open as long as needed, River was still half-human and would need to blink. She was worried for her.

"Any ideas?" River asked.

"Yeah, the usual," the Doctor answered, "Run!"

They managed to make their way past the Angels, slamming the door to Rory's room shut and dashing to the stairs, only to see the Angels swarming it.

"Fire escape!" the Professor pointed, leading them over and shoving the window up. They clambered out onto the metal case and ran up the escape, towards the roof, there were too many Angels on the stairs for Amy and Rory to have gone down.

They had_ just_ reached the top when they heard Amy speaking, "…together, or not at all."

"What _the hell_ are you doing!" the Doctor shouted as they ran onto the roof on the other end of where Amy and Rory were both…standing on the ledge.

"Changing the future," Amy said softly, smiling at Rory as she stroked his face, her arms around him, "It's called marriage," she gazed into his eyes before they let themselves fall off the ledge.

"No!" the Professor shouted as the three of them made it to the ledge, only a moment too late.

"Amy!" the Doctor yelled, "Amy!"

"Rory!" the Professor shook her head, watching them fall.

"Doctor!" River gasped, "Professor! What's happening?"

They turned around to see balls of energy appearing on the roof, merging together, growing larger, brighter, winds starting to whip around them, shaking the building.

"It's the paradox!" the Professor laughed.

"It's working!" the Doctor cheered, grabbing the Professor and River's hands, "The paradox is working!"

A bright white light filled the night…

~8~

Amy and Rory sat up with a gasp, back in the graveyard, 2012, in the daylight, "Where are we?" Rory looked around, confused.

"Back where we started," the Doctor cheered, stepping out around a gravestone behind them.

"You collapsed the timeline!" the Professor laughed, moving to help them up, "The paradox _worked_."

"We all pinged back where we belong."

"What, in a graveyard?" Rory frowned.

"This happened the last time," Amy told him, before looking at the Time Lords, "Why always here?"

"Does it matter?" the Doctor laughed, "We got lucky."

The Professor nodded, "We could've blown New York off the planet. We'll never be able to take the TARDIS back there now though. The timelines are too scrambled."

"And we could have lost you both," the Doctor pulled the Ponds into a hug, "Don't ever do that again."

"Ever," the Professor added, moving to hug them as well, feeling her hearts finally start to slow.

"What did we do?" Rory asked, still a little confused, "We fixed it. We solved the problem."

"We were talking to ourselves," the Doctor replied.

The Professor laughed as she took the Doctor's hand and led him back to the TARDIS, which had a bit of fire damage to it, looking a little scorched in places. River stepped out behind it, with a bucket and a rag as they joined her.

"It could do with a repaint," River commented, handing them each a cloth.

"We've been busy," the Professor smiled, starting to wipe the marks off the TARDIS.

"Does the bulb on top need changing?"

"We just changed it," the Doctor grumbled.

"So," River glanced at her parents, "Rory and Amy, then."

"Yes. We know, we know."

"I'm just saying. They're going to get terribly bored hanging round here all day."

"Doctor…" Rory called as he and Amy started to head over, "Look, next time, could we could just go to the pub?"

"I want go to the pub right now!" the Doctor nodded, "Are there video games there?" he asked Rory before turning to the Professor, "I love video games."

"Not more than me I hope," she smiled at him.

He paused, as though considering it…till she thumped him on the chest with her rag, "Just joking dear," he gave her a quick kiss, "I don't love anything more than you."

"Feeling's mutual," she told him, kissing him as well.

"Right," River cut in, knowing how both sides of her family could get when they got caught in moments, it was funny how that worked, both sets of her 'parents' were quite flirty when they wanted to be, she really had no chance of turning out un-flirty, "Family outing, then."

The Professor pulled away, nodding. The Doctor smiled, unlocking the door to the TARDIS and stepping in with River, the Professor waiting in the doorway for Amy and Rory.

"Amy," Rory called as they stepped past a row of gravestones, Rory pausing to look at one, "Come and see this."

"What?" Amy turned around.

"There's a gravestone here for someone with the same name as me."

The Professor's eyes widened.

"What?" Amy frowned.

"Rory get back!" the Professor shouted.

But it was too late.

_Rory vanished_.

An Angel was standing behind him with its arm out, as though reaching for him.

"Doctor!" Amy screamed, rushing forward, trying to find Rory, when the Doctor and River ran out.

"Where the hell did that come from?" River gasped as the Professor and the Doctor inched closer to the Angel and Amy.

"It's a survivor," the Professor assessed, "The causal connection between 1938 and now. Very weak, but keep your eyes on it."

"Where's Rory?" Amy asked, her voice breaking as she tried not to cry, tried to keep strong, hopeful.

The Doctor squeezed the Professor's hand in silent communication as she nodded, keeping an eye on the statue as he took his off it to look at the gravestone.

Rory Arthur Williams, Aged 82

"I'm sorry," he breathed, looking at Amy, "Amelia, I'm so, so _sorry_."

"No," Amy shook her head, her eyes filling with tears as she kept them on the Angel, "No, we can just go and get him in the TARDIS. One more paradox…"

"Would rip New York apart," the Professor told her quietly.

"No, that's not true. I don't believe you."

"Mother, it's true," River stepped up, coming to Amy's left side, her voice breaking.

"Amy, what are you doing?" the Doctor cautioned as Amy stepped closer to the Angel.

"That gravestone," Amy swallowed hard, "Rory's, there's room for one more name, isn't there?"

"What are you talking about?" the Doctor breathed, starting to get scared, "Back away from the Angel. Come back to the TARDIS. We'll figure something out."

"The Angel, would it send me back to the same time? To him?"

"I don't know."

The Professor swallowed, needing to warn Amy, "We can't be certain."

"But it's my best shot, yeah?" Amy tried again.

"No!" the Doctor shouted.

"Doctor, shut up," River cried, stepping closer to her mother, "Yes. Yes, it is."

"Amy…"

"Well, then," Amy nodded to herself, "I just have to blink, right?"

"No!"

"Doctor…" the Professor shook her head subtly.

"It'll be fine," Amy cut in, "I know it will. I'll be with him, like I should be. Me and Rory together. Melody?"

"Stop it," the Doctor pleaded, "Just…just stop it!"

River stepped closer, taking Amy's hand, kissing it as her mother squeezed it, "You look after them," she told her daughter, "You be a good girl, and you look after them."

"You are creating fixed time!" he shouted, his hearts breaking, "We will _never_ be able to see you again."

"I'll be fine. I'll be with him."

"Amy, please," he begged, he couldn't lose another Companion, not another one, not like this, "Just come back into the TARDIS. Come along, Pond,_ please_…"

"Amy," the Professor breathed, stepping to Amy's side, but just behind her, taking River's place as she reached out to take Amy's hand, "There's something I need to tell you before you do this."

"Professor!" the Doctor cried, shocked she would be willing to let Amy do what she was planning.

'_I wouldn't want to live even a moment without you Doctor,_' the Professor called to him silently, in that single moment explaining to him the reason for Amy's insistence and desperation to be with Rory, quieting him, '_I would follow you._'

"What?" Amy asked, her voice shaking from the emotion of everything.

"Do you remember that vaccine I gave you?" the Professor spoke, "When the cubes arrived?"

Amy nodded, "What about it?"

"It wasn't a vaccine."

She frowned, "Then what was it?"

"I spent ages working on it, nanogenes, benign not Dalek, suspended in a fluid compound, meant to repair. I had to adapt them for internal, _human_ use but…"

Amy shuddered, wanting to look back, "But what?"

"I need you to promise me something," the Professor changed the topic.

"What?"

The Professor smiled though Amy couldn't see it and stepped closer, "Whatever you do, do NOT, under ANY circumstances," she moved Amy's hand that she'd been holding to the girl's stomach and let go, "Name him 'the Doctor.'"

Amy tried desperately not to blink as tears fell from her eyes, her heart beating rapidly in her chest, "I'm…"

"Pregnant," the Professor nodded, resting her forehead to the back of Amy's head.

She'd been scanning Amy periodically over their recent trips, under the guise of wanting to make sure the Shakri's cubes wouldn't have any side effects on the humans who had been near them during that year before they opened. She'd run the scans, Amy was completely healed of what Kovarian had done, the nanogenes having done their job perfectly, she could have children, in fact, she was pregnant right now.

"You can have children Amelia Williams," she smiled and kissed the back of her head, "Live well."

Amy let out a shuddering breath, smiling so hard her cheeks hurt, "Thank you tattery girl."

"You're welcome," she stepped back, her hearts breaking as she did so. She understood why Amy was doing this but…it _hurt_…_so much_.

"Raggedy man," Amy breathed, before spinning around, a smile on her face, "Goodbye!" and letting the Angel take her, vanishing before their eyes, the gravestone now reading 'And His Loving Wife Amelia, Aged 87.'

"No…" the Doctor breathed, shaking his head, tears in his eyes. He understood why Amy left. If it had been a similar situation and the Professor who had been taken, he'd have gone after her, as he always had, been with her as he promised. But this...to lose his Companions so suddenly, after having JUST saved them...to have not gotten to give them proper goodbyes, to know that, they were gone, completely, he'd never see either of them again...God, it _hurt_!

The Professor was at his side in an instant, hugging him tightly as she too wept for the loss of their Companions, River moving to join in the hug, needing comfort as well, though her gaze remained locked on the smirking Angel.

~8~

Back in the TARDIS, the Doctor sat, inconsolable, on the stairs, the Professor and River piloting the TARDIS. They had come up with a way to stop the Weeping Angel, to keep it from infecting the rest of New York once again.

You couldn't kill a stone…

But you _could _blow it up...

And then crush it into dust...

And then drop it in a supernova…

And it deserved it for taking away their Companions like that, for taking away River's parents like that.

"River," the Doctor called softly, "They were your parents. I'm sorry, I didn't think."

"_We_ didn't," the Professor corrected.

"It doesn't matter," River shook her head.

The Doctor looked up at that, "Of_ course_ it matters."

"What matters is this. Doctor, Professor," she glanced between them, "_Don't _travel alone."

"You could always travel with us," the Professor suggested.

River smiled, her godparents always wanted to spend more time with her but…she was older now, she knew where they were at this point in their timelines, they had more important things to focus on than her. They were trying to have a baby, she knew, and right now, they would need to focus on each other, not her.

Besides, it wasn't like SHE would never see her parents again.

"Whenever and wherever you want," she promised them, "But not all the time. One psychopath per TARDIS, don't you think?" she nodded, straightening up, "Ok. This book I've got to write. 'Melody Malone.' I presume I send it to Amy to get it published?"

"Yes," the Doctor nodded, "Yes."

"I'll tell her to write an afterword," River called as she walked past the Doctor towards the doors, "For you. Maybe you'll listen to her."

As soon as the doors to the TARDIS shut, the Doctor's head snapped up and he turned to the Professor, "The last page!" they shouted as one before dashing for the controls and getting the TARDIS back to Central Park.

They ran out of the TARDIS and across the bridge of the duck pond, back to their picnic spot, it having been not even a minute since they'd left it. The Doctor half dove for the picnic basket, snatching the last page up. He turned to the Professor, the two of them moving to a nearby bench and sitting down as close to each other as they could get to read the letter together.

_Afterword, by Amelia Williams._

They smiled.

_Hello, old friends. And here we are, you and me, on the last page. By the time you read these words, Rory and I will be long gone. So know that we lived well and were very happy. And above all else, know that we will love you always. Sometimes I do worry about you, though. I think, once we're gone, you won't be coming back here for a while, and you might be alone, which you should never be. Don't be alone, Doctor. Professor, you either. You have each other, yes, but…you need someone else to be there with you. _

_And do one more thing for me. There's a little girl waiting in a garden. She's going to wait a long while, so she's going to need a lot of hope. Go to her. Tell her a story. Tell her that, if she's patient, the days are coming that she'll never forget. Tell her she'll go to sea and fight pirates. She'll fall in love with a man who'll wait 2,000 years to keep her safe. Tell her she'll give hope to the greatest painter who ever lived and save a whale in outer space. _

_Tell her this is the story of Amelia Pond. _

_And this is how it ends._

They shook their heads, nodding and getting up to pack up their picnic, heading back to the TARDIS. They put in some coordinates and landed in seven year old Amelia Pond's backyard the morning after they were supposed to take her to see time and space, they had a lot of stories to tell.

~8~

Brian Pond stood at a gravestone outside Manhattan, staring solemnly down at his son's name, his daughter-in-law's inscribed beside his. He supposed he could take comfort in the fact that they lived to a ripe old age, but…he'd never see them growing older. He'd never see his son again. He'd never be able to be there for them, help them, speak to them…

The Doctor and Professor had arrived at the house only an hour after they'd left and solemnly told him go come with them. They'd explained what happened, the weepy angels, statues come to life, that had sent his son back in time, twice. They'd told him what Amy had done to be with Rory, what they had done to the statue so it would never harm another again.

And they'd showed him the gravestone.

He knelt down, softly touching Rory's name as the Time Lords stood behind him, their arms around each other, feeling terrible. He wasn't as angry as he thought he'd be with them for something happening to Rory and Amy after they'd promised to take care of them. They had tried, like madmen, to get Rory back, to save him. Things were just…beyond their control.

"Oh, I'm sorry," a man with a New York accent said, pausing when he saw the Doctor, Professor, and Brian by the Williams' grave.

They looked over to see an older man, in his mid-sixties or so, with a woman in her late fifties/early sixties, beside him, both looked far too similar to not be siblings. Both had reddish-brown hair, similar shaped light eyes, though the man had slightly larger of a nose, the woman holding a small gathering of flowers to be placed on a grave or another.

"No, we were just leaving," the Professor sniffled, squeezing the Doctor's hand.

"Yes," the Doctor nodded, straightening his bow tie, "We were just visiting some dear friends."

"Oh my God," the woman beside the man gasped, the same accent in her voice, before smacking him repeatedly on the chest, trying to get his attention even though _she_ didn't look away from the trio, "Oh my God, John, John, John! It's_ them_! It's _really_ them!"

"Who?" John frowned at the woman, "What are you talking about Cat?"

"It's _them_!" she pointed at the Time Lords, "The Doctor and the Professor!"

The duo looked at each other, confused as to how the humans knew them.

"Just like mom and dad said!" the woman continued, before rushing forward to hug a startled and bewildered Brian, "And that's Grandpa Brian!"

"Who hasn't met us yet," John reminded his sister, pulling her away from Brian, "Remember, time travel?"

"Oh, right," Cat looked sheepish, for being just as old as her grandfather, she tended to get as excited as her children could at times, "Sorry, I'm Catherine River Jamison, nee Williams."

"And I'm Jonathan Brian Williams," John added, stepping forward to shake their hands.

The Doctor and Professor's eyes widened in shock as they realized who these two were, Amy and Rory's children, River's siblings, her human siblings, Brian's grandchildren.

"Mom and dad told us so much about you, it's an _honor _to meet you."

A/N: :'( The Ponds are gone! No! :( I'm sad. I really wanted to add the little sparring scene in the beginning since the Professor had mentioned it once or twice throughout the series and I thought she should get that spar in before this happened :(

Lol, I hope I surprised you with what the Professor's 'idea' was from Mercy and what the injection was in the last chapter :) I figure, science cures quite a lot and with the technology of the TARDIS and other species (like the Chula) that the Professor could work out a way to get nanogenes to help heal Amy :) I hinted a bit at this in my Sneak Peeks story, that a line from the scene I posted was a clue to a surprise I had in store. The line was about Amy getting decaf coffee since, I think, pregnant women aren't supposed to have much caffeine ;)

I also tried to work out just why they couldn't read ahead, there were quite a few things in this episode that contradicted other events in the series so I tried to make a semi-understandable excuse as to why the events happened the way they did. I'm really not sure if I succeeded though. But that's ok, time travel, wibbly-wobbly, timey-wimey isn't it? :)

As for River's 'full name' being Melody Catherine Williams (after the Professor-ish), I just sort of made that up. I wanted a tie-in with their children, River was Melody Catherine and Catherine was Catherine River ;) I hope you liked the ending. I saw the P.S. clip for DW and thought that I HAD to put something like it here :)

Some notes on reviews...

I will definitely be doing at least 2 versions of the 50th, for the Professor and Evy. It depends if I continue my Angel Saga to see if we'll get a 3rd version.

And I can't wait till the 50th either with the 3 of them and the Professor! I can say that, since Rose will be in the 50th well...there've been a few hints in my Recollections story (and some to come in this story) of how the Doctor feels about Rose. It depends where 10 and Rose are in their timelines when the 50th hits to see if we'll get a 9th Professor with them or if it happens before the Krillitanes :) But either way, I am SO excited to put 11 in the same place as Rose again because I can guarantee (and we'll see it here in this story as well) that he will NOT be happy with that at all and 10 might be getting some words about his 'favored' Companion from 11 as well ;) And I'm kind of/sort of excited to see what sort of 'Doctor' JH will be because we all know that every version of the Doctor has loved the Professor so it'll be interesting to see how he reacts to her :)


	7. The Snowmen

A/N: I don't usually include scenes that don't involve the Doctor and Professor being there, but I really wanted the 'one word test' scene so that's here :) Enjoy!

~8~

The Snowmen

The Doctor sighed to himself as he walked with his arm gentlemanly linked with the Professor's down the snowy alleys of London, circa the late 1800s. He was rather cross with the situation, having just come from a meeting with Vastra, Jenny, and Strax. The three of them had called him and the Professor down from the TARDIS, parked on a cloud high above the city, where they'd been playing a lovely game of chess, under the guise that it was something urgent. They'd gone down there, the Professor's sense of honor that they could at least hear their friends out kicking in. He hadn't been very happy with that, he was quite content to remain how he had been, losing his game of chess due to the distraction of her beauty before him, or so he liked to claim as the reason for his terrible losses in the game.

They'd grown so much closer since the Ponds…left. It had been a swift kick to the both of them, the Ponds having stayed with them much longer than their previous Companions after the war. The little ginger girl being the first one they'd met when they'd regenerated together, they had been such a large part of her life, much like she had been such an important part of theirs, along with her husband. They were both smarting from the loss, having JUST started to get closer to the opposite Companion, the Professor with Amy and the Doctor with Rory, and now…they were gone. It had hurt. Quite a lot in fact. But it had also made them realize something, well, made HIM realize something.

The Professor.

She was his_ one _constant. She was the only person who had promised to be there for him, to stay with him, to never leave him…and managed to do just that. Even when the odds had been dangerously stacked against her, the war, the ultimate sanction, his actions with the Moment, she had survived, she had kept her promise, and she had found him again. She hadn't left him since.

Nor would she ever if he had a say in it.

It had made him aware of her in a way he hadn't thought possible. Every move she made he noticed, every moment without her made him feel like he couldn't breathe, even if she was just a foot away, every smile lit up his hearts and sent them racing. Well, they always did but now it felt so much more powerful. She was his life, his hearts and soul, truly _the most_ important thing in the Universe to him.

In his mind, the rest of the world could burn as long as she was alive and with him.

And he would do anything for her, which was why they were back_ on_ Earth and not hovering above it. He shook his head, smiling just a bit when the Professor rested her head on his shoulder. She felt the same, he knew. She'd come so close to losing him so many times that now she was even more protective of him. She didn't like being away from him either.

They passed a young brown haired woman in a red dress, a barmaid, staring at a rather solid snowman with a toothy grin as they neared the road that would take them to their entrance to the TARDIS.

"Did you make this snowman?" the young woman asked.

"No," they called back, continuing to walk on.

They were both of the agreement that they didn't need anyone else but each other now. Before it had been that they didn't need anyone else, but _wanted_ others to join them. And the last time it happened, the last time the Doctor had refused more Companions, after dropping off the Ponds at their new house, the Professor at least had been willing to bring along new people, but understood is reluctance. Now though, the two of them having lost so many, having lost the ones they'd sworn _wouldn't_ end the same way, it had been too much for them both. Why take on the extra guests if they would just leave? Why do that when they had, in each other, someone who would always stay no matter what? Why should they need anyone else?

"Well, who did?" the woman continued, "Because it wasn't there a second ago. It just appeared…from nowhere."

The Doctor paused, looking at the Professor with a soft smile on his face. Her curiosity had been piqued by that, he knew. He could tell even without feeling the flash of curiosity race through her. He just knew her. And, he had to admit, his own had just a bit as well. He kissed her temple and they turned back to examine the snowman. He pulled on Amy's old reading glasses and looked at the snowman closely as the Professor reached out to touch a bit of it.

"Maybe it's snow that fell before," the Doctor commented, "Maybe it remembers how to make snowmen."

The Professor frowned, eyeing the snow in her hand, scanning it.

"What, snow that can remember?" the girl scoffed, "That's silly."

"What's wrong with silly?" the Professor frowned, slightly defensive. The Doctor was silly, and she loved the Doctor, therefore silly was fantastic.

"Nothing," the girl smirked, "Still talking to you two, ain't I?"

The Professor gave a little smile at that, looking at the woman intently, her voice…it was very familiar, actually…thinking on it…she looked familiar too. But…she just couldn't place it. It was almost like she was familiar for two different reasons. Her voice was the more familiar quality at the moment. She shook her head, she was probably just imagining the second familiarity, voices could often trigger vague ideas of what a person looked like so it had to be that.

"What's your name?" she asked the girl.

"Clara."

"Nice name, Clara," the Doctor commented with an indifferent shrug, "I prefer Katherine," he smiled at the Professor, tapping her nose as he took her hand, sparing a passing glance at Clara over his shoulder, "You should keep it though," and leading the Professor off, back out the alley, "Goodbye!"

"Oi!" Clara followed them, "Where are you going? I thought we was just getting acquainted."

The Doctor scoffed and shook his head, just walking on, the only one he wanted to get acquainted with, ever, was the Professor. That girl back there was just another human, nothing compared to his beautiful Bonded.

The Professor squeezed his hand at his thoughts, kissing him on the cheek for it, and tugged him on towards a carriage.

'_So, what was in the snow?_' he asked her quietly, knowing Clara was probably still listening, humans tended to eavesdrop.

'_Nothing much,_' she shrugged, '_It had a faint telepathic field, feeds off thoughts, but nothing too hostile at the moment._'

He nodded, '_Good,_' but then noticed her expression, '_What?_'

'_The fact that it's here means that something needed it here,_' she reminded him, '_Who knows what thoughts it is planning to feed it._'

He nodded, helping her into the carriage, smirking a bit to himself as he did so, she was in a dark purple dress, a floor length dress, again. He'd spent_ hours_ convincing her to wear it, to 'blend in' as he'd put it. Her typical attire wouldn't do well in the early 1800s. She'd reluctantly agreed, tripped three times so far, but he'd caught her each and every time, as he'd promised though she'd taken to holding the front of her dress up a bit to avoid that. He loved it when that happened though, because she ended up in his arms and he had an excuse to hold her close, not that he needed one. He'd hold her close, scoop her into his arms, whenever he wanted, it didn't matter who might be watching or what they were doing at the moment. He loved her and he wouldn't ever hide that.

'_When we get back to the TARDIS we can run a scan for the origin of the field,_' he determined, just wanting to make sure that the intentions were pure with the snow. For all they knew it could be that the children's thoughts were feeding it, making a spectacular Christmas. Or it could be some sort of invasion, some sort of army of snowmen, and he was not about to let the Professor get attacked by one.

She smiled, leaning back to kiss him before she moved fully into the carriage, not noticing Clara watching them closely as she glanced at the inn.

The Doctor closed the door and tapped the wall of the carriage, signaling for the driver, Strax, to move on.

"How refreshing to see you both taking an interest again," Vastra's voice sounded and they glanced at a small hearing device hanging from the ceiling, looking like an ear horn, "Was she nice?"

"We just spoke to her," the Doctor sighed, irritated he'd had to do even that. Humans were dull, they couldn't carry on or follow a conversation like the Professor could. Speaking of, he was starting to get irritated now again. All he wanted was to spend time with her, to show her how thankful he was she was still there, to show her how much he loved her…and people just kept getting in the way!

"And made your usual impact, no doubt."

"No, no impact at all. Those days are over."

"You can't help yourself," the Professor smiled at him. He might not have been able to see it, but she could, Clara was curious.

"Like you can talk," he smiled at her, a soft look in his eyes as he reached out and touched her cheek, stroking it, "I love it when you talk," he whispered to her, leaning in to kiss her when...

"It's the same story every time," Vastra continued, making the Doctor frown, if people would just _stop_ and leave him alone, leave him be with the Professor, he'd be a happy man, "And it always begins with the same two words."

"I don't think she'll be able to find us," the Professor commented, feeling just a bit putout as well. She and the Doctor, well…they'd gotten rather dependent on each other, rather used to be the only ones holding the other's attention.

"She doesn't even have the name," the Doctor agreed, wanting to put an end to the conversation, it was always so much better with the Professor, she understood him much more than any human, alien, or reptile, "Doctor. What two words?"

Just as the Professor opened her mouth to tell him what the words were, there was a thump on the carriage roof.

"Doctor?" they could hear Clara speak from above them before the hatch in the roof opened and she popped her head down, hanging upside down, "Doctor who?"

~8~

The Doctor was kneeling in the snow, letting it fall through his fingers as he looked closer at it, the Professor beside him, standing, keeping watch on the carriage as it rocked, Clara's faint cries for help coming from within. Strax was there as well, standing at the mouth of the alley they'd hidden in, watching a Dr. Simeon entering his institute through electronic binoculars.

"They've taken samples from snowmen all over London," Strax called, "What do you suppose they're doing in there?"

"This snow is new," the Doctor remarked.

"Most likely alien," the Professor nodded.

"When you find something brand new in the world, something you've never seen before, what's the next thing you look for?"

Strax thought a moment, "A grenade!"

The Professor shook her head at that, "A profit."

"That's Victorian values for you," the Doctor brushed off his hands, taking the Professor's offered hand and standing, pulling her closer and into his arms as he smiled at her in thanks, leaning in to kiss her when…

"I suggest a full frontal assault with automated laser monkeys, scalpel mines, and acid!" Strax declared.

The Doctor let out a breath, closing his eyes as he rested his forehead to hers, exasperated, people just _kept _on interrupting them, "Why?"

"Couldn't we at least investigate?"

The Professor took a breath, shaking her head as she took the Doctor's hand, "It's none of our business Strax," she told the Sontaran as they walked past.

"Ma'am, permission to express my opposition to your current apathy?"

The Professor shook her head but waved him off, the Sontarans…had seemed to develop a reverence for her recently, most of them treated her like a superior officer when they came in contact with her, "Permission granted."

"Ma'am, I am opposed to your and the Doctor's current apathy."

"Let me out!" Clara shouted in the background.

"Yes, thank you Strax," the Professor frowned.

The Doctor glared, not liking the fact that Strax had made her unhappy with his comment, he knew where her mind had gone to that. Her time as a soldier, both times, when she'd held a certain apathy towards anyone else but him. He never wanted her to be that sad again and here Strax was, bringing it up, "And if ever we're in the need of advice from a psychotic potato dwarf, you'll certainly be the first to know."

He glanced at the Professor to see her smiling at him, '_My hero,_' she called, making him blush.

"But if the snow is new and alien, shouldn't we be making some attempt to destroy it?" Strax argued, "Be reasonable."

"Let me out!" Clara shouted again.

"It is _not _our problem," the Doctor agreed, "Over a thousand years of saving the Universe, Strax, do you know the one thing we learned?"

"The Universe doesn't care," the Professor told him.

If it did, even a little, so many of their friends wouldn't have been lost, wouldn't have suffered, wouldn't have died. Their planet would still be there, their friends, their families, everyone. They wouldn't have lost so much.

"…in this cab!" Clara grunted, trying to kick the door, "Oi, Doctor! Let me out! Are you listening to me?"

The Professor sighed, nodding at the carriage, "Now, we have a problem of our own to worry about."

"Let me out!"

They walked over to the carriage, the Doctor pulling the door open.

"Oi!" Clara glared.

"Don't worry," the Professor told her as she slid into the carriage, ready to grab hold of Clara if need be, the Doctor standing in the doorway with Strax to block an escape attempt, "No one's going to hurt you."

"What _is_ that thing?" Clara stared at Strax.

"Silence, boy!" Strax glared.

"That's Strax," the Doctor told her, "And as you can see, he's easily confused."

"Silence, _girl_. Sorry, lad."

"Sontaran," the Professor shrugged, as though it explained everything.

"Clone warrior race," the Doctor added.

"Factory produced, whole legions at a time."

"Two genders is a bit further than he can count."

"Sir, ma'am, do not discuss my reproductive cycle in front of enemy girls," Strax muttered, "It's _embarrassing_."

"Typical middle child of six million."

"Who are you?" Clara glanced between them.

"It doesn't matter because you're about to forget that we ever met," the Doctor told her.

The Professor nodded and turned to Strax, "We'll need the worm."

"Yes ma'am," Strax nodded and headed off.

"You'll need the what?" Clara's eyes widened, "The worm? What worm?"

"Don't worry," the Doctor made his way into the carriage beside the Professor, putting his arm around her, "It won't hurt."

"One touch on your bare skin and you lose the last hour of your memory," the Professor explained.

The Doctor looked over as Strax returned, "Where is it?"

"Where's what, sir?" Strax asked.

The Professor blinked, "I sent you to get the memory worm?"

"Did you? When?" and then he noticed Clara, "Who's he? What are we doing here?" and then he noticed the sky, "Look, it's been snowing!"

The Professor rubbed her forehead, "You didn't use the gauntlets, did you Strax?"

Strax looked at her, confused, "Why would I need the gauntlets?" before seeming to realize, "Do you want me to get the memory worm?"

The Doctor's jaw tensed in irritation, "…you…"

"Calm down love," the Professor put a hand on his arm, "She's only known us ten minutes, we still have 50 more before we start to worry."

The Doctor sighed, nodding as he turned to rest his head on hers a moment, "Best help him then," he nodded, opening his eyes to smile at her softly, "Or teach him a thing or two eh, Professor?"

She smiled, giving him a peck, the Doctor cupping her cheek to kiss her more, when…

"You're a professor?" Clara asked, blinking at them. It was…strange. They seemed so distant and cold to everyone else, but with each other…they were so _different_. Entirely different people.

"Doesn't matter," the Professor waved her off as the Doctor got out of the carriage, holding a hand out to help the Professor down as she followed, only to see Strax was under the carriage, trying to find the worm.

She glanced over to see Clara get out of the carriage as well, cautiously stepping around behind them to watch Strax.

"Well, can you see it?" the Doctor called, moving over to the Sontaran's feet.

"I think I can hear it," Strax replied.

The Professor looked over at the carriage and spotted something, shaking her head in exasperation when Clara seemed to spot what she had as well and giggled.

"Oi," the Doctor pointed at Clara, "Don't try to run away. Stay where you are."

"Why would I run?" Clara smirked "I know what's going to 'appen next and it's funny."

"What's funny?" he frowned.

Clara nodded at Strax, "Well, your little pal, for a start. 'e's an ugly little fella, isn't 'e?"

"Typical Sontaran," the Professor shrugged.

"He gave his life for a friend of ours once," the Doctor remarked.

"Then 'ow come 'e's alive?" Clara frowned.

"A friend brought him back," the Professor replied, before crouching down to call to Strax, "Though I'm not sure all his brains made the return trip!"

"Neither am I," Clara muttered.

"I can see it!" Strax shouted.

"Ooh!" the Doctor grinned, finally they were getting somewhere, "Can you reach it? Have you got it?"

Strax paused, "Got what, sir?"

Clara stepped past the Doctor and pulled a pair of Sontaran shaped gloves off the front of the carriage, "Because _these_ are the gauntlets, aren't they?"

The Doctor looked up at them before sighing.

"Sir, ma'am emergency!" Strax called, "I think I've been run over by a cab!"

"Give me those," the Professor tugged the gauntlets out of Clara's hands and put them on. She walked around the other side of the carriage, pausing as she concentrated, staring at the carriage.

"What's she doing?" Clara asked as the Doctor stood.

"Listening for the worm," he replied.

"She can 'ear it?" Clara's eyes widened, the worm made very soft noises.

"She's got excellent hearing," he remarked as the Professor stuck her hand down quickly into the cab only to pull out the worm, squealing and struggling in her grip.

"Got it!" she cheered as the Doctor rushed over with a jar, holding it from the bottom as the Professor shoved the worm into it.

"There you go," the Doctor nodded.

The Professor let out a relieved breath as the jar was sealed, leaning down to look at the worm, "One touch and you lose about an hour of your memory. Let it bite you and you could lose decades."

The Doctor glanced over at Clara…still just standing there, "And you're still not trying to run."

"I don't understand 'ow the snowman built itself," Clara replied, "I'll run once you've explained."

"Clara who?"

"Doctor who?" she countered.

The Professor smiled at him, "Dangerous question that is."

"What's wrong with dangerous?" Clara smiled.

"Excellent answer."

The Doctor just smiled at the Professor gazing into her eyes, he loved he sense of adventure, as he explained to Clara what was going on, "The snow emits a low level telepathic field..."

"My snowman..." Clara breathed as she spotted a snowman literally popping up only a few feet away.

"It seems to reflect people's thoughts and memories and, because it's unusual, somehow it carries a previous shape and..."

"No, Doctor," she grabbed his arm and tugged them into the alley, "My snowman!"

"Ah," the Doctor nodded, eyeing it, "Interesting."

"Were you thinking about it?" the Professor asked, stepping closer to it.

"Yes," she nodded...

And another one appeared beside it, and another...

"Well, stop!" the Doctor grabbed the Professor's hand and pulled her back, trying to run, when another one popped up in their way, blocking their escape, "Clara, _stop_ thinking about the snowmen!"

"Get down!" the Professor shouted as one opened its mouth and breathed ice at them. She pushed Clara down and pulled out her blaster, firing it at the snowman, only for it to burst into flurries and reshape itself, "Of of course," she muttered, "Can't blast it to smithereens if it's _already _smithereens..."

"Clara," the Doctor turned to her as the Professor bought them some time, blasting the snowmen to pieces, forcing them to take time to reshape, "Listen to me," he cupped her face, "The snow's feeding off your thoughts."

"I don't understand," she shook her head.

"You're caught in their telepathic field. They're mirroring you. The more you think about the snowmen, the more they appear."

"Imagine them melting!" the Professor shouted.

"Yes," the Doctor agreed, pointing at the Professor a moment before turning back to Clara, "Picture it. Picture them melted!"

Clara closed her eyes and concentrated as hard as she could...and they were all splashed with icy water as the snowmen melted around them.

"Well," the Doctor straightened up, "Very good. Very, very good. Ha!"

"Is that going to 'appen again?" Clara panted, leaning against a wall as the Doctor hugged the Professor in joy.

"Well, if it does, you know what to do about it."

"Unless I forget," she smirked.

The Doctor and Professor looked at each other.

~8~

The Doctor shoved Clara into the carriage, "_Don't_ come looking for us," the Professor warned, "Forget about us. You understand?"

"What about the snow?" she frowned, "Shouldn't we be warning people?"

"Not our problem," the Doctor shook his head, "Merry Christmas," he looked up at Strax, the driver, "Take her back where we found her."

"Sir," Strax sighed, driving on as they turned and walked off, not noticing Clara had already slipped out of the carriage to follow them.

They walked to a small park, hopping over the railings, the Doctor smirking as he helped the Professor over it so her dress wouldn't get caught, walking along a little path, when the Doctor grinned and turned, suddenly bringing the Professor to him.

"What are you doing?" the Professor asked as the Doctor pulled her closer, winding an arm around her, taking her hand in his other.

He smiled softly at her, "Giving you your Christmas gift," he murmured, snapping his fingers.

She looked up, laughing as it started to snow. He just pulled her closer, humming softly in her ear as he swayed her gently, dancing with her among the falling snow, oblivious to anyone who might be watching them. She smiled, resting her head on his shoulder, he had given her _exactly_ what she wanted for Christmas, a simple dance in the snow with her Bonded.

Neither of them noticed Clara watching from behind a tree, her eyes wide at how it was_ only _snowing around them, how close they were, how content they seemed. This did not correlate to what she saw of them earlier, this happiness they exuded was so contrasting to the bitterness with which they treated everything else.

The Professor laughed as the Doctor moved from dancing with her to trying to tickle her sides, taking his hands as she stepped away from him, her cheeks red, her eyes full of love. He smiled and tugged her in again, kissing her quickly before he turned and hopped, grabbing hold of a ladder hidden in the dark of the sky with one hand, his other still holding the Professor's. It slowly fell down, the Doctor pushing it to the ground before straightening.

The Professor moved to the other side of the ladder, stepping on the last rung as he did the same on his side, resting her arms, crossed on a higher rung as he held onto one more near his waist.

"Going up," he smiled as he tapped the ladder, it lifting into the air, disappearing into the dark as a startled Clara stumbled out from behind her tree, trying to spot them again.

The Doctor stepped off onto a small platform, helping the Professor onto it as they made their way up an invisible spiral staircase that led them right to a cloud, with a familiar old phone box on the top of it. The poor old box had seen better days, seeming as sad as they were on the outside to have lost Amy and Rory, even her interior had changed, becoming just that little less organic and more her mechanical roots.

"Come along dear," he took her hand, walking with her across the cloud and into the TARDIS for some nice warm tea and a snuggle.

That was all they needed, each other and their old box.

~8~

The Professor smiled as she sat against the console, her head on the Doctor's shoulder as he read a book to her, Dickens, 'A Christmas Carol,' fitting. She laughed as he did voices too...when suddenly there was a knock on the door.

They frowned, looking up, who could possibly be knocking? Not even Vastra knew where they were, simply that they were on a cloud.

The Doctor got up and walked to the door, opening it, "Hello?" he called, looking around. He glanced back at her before stepping out, "Hello?" he looked to the left, hearing a noise and walked over to it, making his way around the box, "Hello?"

The Professor jumped up and ran to the door when she spotted someone run past towards the stairs, "Doctor," she called, stepping out and over to them as he made his way back around to the doors. She knelt down and picked up a very familiar red shawl.

The Doctor sighed, "Time to move the TARDIS...again."

She smiled, "It's your own fault you left the ladder down last time."

He nodded, taking the shawl and tossing it over the side of the cloud and headed in with her.

~8~

Clara blinked as she found herself face-to-face with Strax once more. She had returned to her job as s governess only to find the children, one of them, had been having nightmares of an old governess who died, frozen in a pond just outside their home. The other child had remarked his sister needed a doctor and she'd gone to try and find him...only to see the ladder gone but running into another woman who seemed to know of him and the Professor.

"Do not attempt to escape or you will be obliterated!" Strax stated, "May I take your coat?"

The young woman, Jenny she'd learned, led her into a conservatory where a reptilian woman sat in a peacock chair, surrounded by greenery, a glass of red liquid beside her.

"Sit," Jenny offered.

"There are two refreshments in your world the color of red wine," the green woman remarked as she sat, "_This_ is not red wine."

"Madame Vastra will ask you questions. You will confine yourself to single word responses. One word only, do you understand?"

"Why?" Clara asked.

"Truth is singular," Vastra explained, the wise words of an old friend, "Lies are words, words, words. You met the Doctor and Professor, didn't you?"

"Yes."

"And now you've come looking for them again. Why?"

"Take your time," Jenny called, seeing her hesitate, "_One word _only."

"Curiosity," Clara decided.

"About?" Vastra asked.

"Snow."

"And about them?"

"Yes."

"What do you want from them?"

"Help."

"Why?"

"Danger."

"Why would they help you?"

Clara frowned, "Kindness."

"The Doctor is not kind."

"No?" she asked, clearly not believing it.

"No. The Doctor doesn't help people. Not anyone, not ever. He stands above this world and doesn't interfere in the affairs of its inhabitants. He is not your salvation, nor your protector. Do you understand what I am saying to you?"

She smirked, "Words."

Vastra returned it, "And how do you know that?"

Clara gave a gentle smile, recalling how she'd seen him act around one specific person, if he could be _that _kind to her, he had to have it in him to be kind to others, "Professor."

"Yes," Vastra nodded, "She is the only one he shows kindness to anymore," she sighed, "He was different once, a long time ago. Kind, yes. A hero, even. He and the Professor, the savers of worlds. But they suffered losses which hurt them. Now he prefers isolation to the possibility of pain's return. The Professor," she smiled softly, "Is the only one who has ever promised him forever and kept it. She keeps the pain at bay," she glanced at Clara, "Kindly choose a word to indicate your understanding of this."

"Human."

Vastra glanced at Jenny who nodded, despite the two being aliens, they were, at times more human than humans were, so she turned back to Clara, "We are the Doctor and Professor's friends. We assist them in their isolation but that does _not_ mean we approve of it. So, a test for you. Give me a message for them. Tell them all about the snow and what fresh danger you believe it presents and, above all, explain why they should help you," she reached out and put a finger to Clara's lips, "But do it in _one word_."

Clara frowned.

"You're thinking it is impossible such a word exists, or that you could even find it," she pulled her finger away, "Let's see if the gods are with you. They know the Professor will require wit to be willing to help. And the Doctor will not if she won't."

~8~

The Doctor rolled his eyes as the phone rang in the TARDIS. The Professor was reading him Shakespeare's sonnets in that beautiful voice of hers, his favorite writings by his favorite author from his favorite person…and the phone just HAD to ring didn't it?

He sighed and picked it up, setting it on speaker, "Yes? What? The Professor's reading."

"Miss Clara and her concerns about the snow," Vastra said quickly, making the Professor look up, "I gave her your one word test Professor."

She frowned, "What did she say?"

Vastra was silent.

"Well?" the Doctor asked, growing impatient, "Well?"

"Pond," Vastra replied, making them look at each other, "Strax has already suggested where to start investigating."

The Doctor watched as the Professor pulled off Amy's reading glasses that they'd taken to sharing and stared at them sadly.

He swallowed hard, "We'll be down in a mo."

~8~

Dr. Simeon sat at his work desk in the study of his Institute, a large snow globe-like device set up in the middle of the room on a platform, snow whirring in it, electricity crackling around it, "Danger!" it shouted, "Danger!"

"What's wrong?" he got up, moving towards it.

"There is danger here. An intelligence. An intelligence beyond anything else in this time and place."

"Dr. Simeon, sir," a servant called, rushing into the room, "There're two people demanding to see you."

"No callers," he waved the man off, "Not in here, not ever. Did they leave names?"

"Sir, it's Sherlock Holmes and Dr. Watson!"

The doors flew open and the Doctor stepped in, wearing a deerstalker hat, a cape, holding a walking cane and with a pipe in his mouth, the Professor beside him, forgoing her dress for a moment and wearing a pair of black trousers and a tight black, almost military, shirt.

"Oh, nice office," the Doctor looked around, spotting the snow globe, "Big globey thing. Now, shut up, don't tell me!" he pointed at Simeon with the cane, "I see from your collar stud you have an apple tree and a wife with a limp. Am I right?"

"No," the man deadpanned.

"Do you have a wife? I do," he grinned back at the Professor, "Isn't she lovely?"

Simeon eyed her distastefully, before answering to both, "No."

"Oi!" the Doctor glared at him.

'_It's alright,_' the Professor called to him silently, though her gaze was on the globe, '_That just means he won't be looking at me._'

The Doctor blinked and had to nod, he liked it when men didn't look at her like that, before he turned back to Simeon, "Bit of a tree? Bit of a wife? Some apples? Come on, work with me here."

"I enjoy _The Strand_ magazine as much as the next man, but I am perfectly aware that Sherlock Holmes is a fictional character," Simeon eyed the Professor, "And that Dr. Watson is a _man_."

"Typo in the printing press," she shrugged, "Joan became John," she sighed, "But believe me, far more similar I am to him."

"Get out!" Simeon snapped.

The Doctor ignored him and pointed his cane at the servant, "Do you have a goldfish named Colin?"

The servant actually had to think for a moment, "No."

The Doctor grinned, "Thought not. Now, ooh," he turned and plucked a card off Simeon's desk as the Professor wandered around the platform, "I see this is one of your business cards. It says so on the front."

"Who are you and what are you doing here?" Simeon asked, snatching the business card away.

The Doctor just grinned, "This," he said, before dashing to the globe with his cane, "Wakey wakey!"

Simeon ran after him as he banged on the globe, "That is highly valuable equipment," he grabbed the cane, "You must step away now."

"Must I?" the Doctor smirked.

Simeon stiffened, hearing a whirring noise behind him and glanced over his shoulder to see the Professor holding her blaster to the back of his head, "No, actually, I think YOU must step away from my husband now Dr. Simeon."

Simeon let go of the cane and took a single step to the side, holding up his hands as the Professor moved beside the Doctor, her blaster still aimed at him as the Doctor wound an arm around her waist.

"Still sexy," he whispered in her ear, kissing her temple, nuzzling the side of her head with his nose, smirking as he felt her shiver in his arms, he loved that he had that affect on her.

"We are the Intelligence," the globe stated, pulling their attention back.

"Oh," the Doctor smirked, "Talking snow. I love new things."

"You are not of this world."

"Takes one to snow one," the Doctor laughed, looking at the Professor who just shook her head. He cleared his throat, "Right, let's see..."

"Multi-nucleate crystalline organism with the ability to mimic and mirror what it finds," the Professor stated.

He nodded, "Looks like snow. Isn't snow."

"You must leave here now," Simeon insisted.

"Shut up, I'm making deductions. It's very exciting. Now, what are you, eh? A flock of space crystals? A swarm?"

Simeon made his way to a dangling rope, pulling it to sound the alarms, calling for the servants.

The Professor eyed it, "The snowmen are foot soldiers, mindless predators."

"But you, you're the clever one. You're Moriarty," the Doctor continued, surreptitiously pulling out his sonic to flash the back doors, locking them, "So...you turn up on a planet..."

"You generate a telepathic field to learn what you can..."

"And when you've learnt enough, what do you do?"

She shook her head, "You can't conquer the world using _snowmen_."

"Snowmen are rubbish in July."

"You'll have to be better than that."

"You'll have to evolve."

Simeon eyed the two of them as they spoke in turn, when there was a banging on the doors, "Sir, it appears to be stuck!"

"What have you done?" Simeon ran to the doors, "Have you locked the doors?"

"You need to translate yourself into something more human," the Professor added.

"Kick it down!" Simeon hissed through the door.

"But to do that you'd need a perfect duplicate of human DNA in ice form."

"Where do you find that?" the Doctor wandered over to the desk.

"Sir?" the servants called.

"Get in here, quickly!" Simeon shouted.

"I've got a master key somewhere, sir."

"Now, let's see," the Doctor grinned, "Most opened file," he picked up a worn book, "Most viewed page," and dropped it down to the floor, letting it fall open to a news clipping of 'Tragedy at Darkover House,' "You know, you really _should_ delete your history."

The Professor leaned forward, "Governess frozen in pond."

"Gotcha!" the Doctor laughed, taking her hand and running towards the back French doors just as the servants entered.

~8~

"Body frozen in a pond," the Doctor remarked as he walked along the ledge of the small frozen pond outside Darkover Manor, scanning it with his sonic, "The snow gets a good long look at a human being, like a full body scan."

"Everything they need to evolve," the Professor sighed, she was crouched down at the edge of it, back in her purple gown, the front end hemmed up enough for her to not worry about tripping, her hand skimming the top of the ice before she crossed her arms, sitting back on her heels.

"Pond," the Doctor gave a small smile, "Good point, Clara," he reached out a hand and helped the Professor up.

"What are you doing here Strax?" the Professor called.

The Doctor turned to see the Sontaran just turning the corner and kissed the Professor's temple. He knew her sense, her hearing and sight were better than anyone's, not for the best reason. She didn't often like using them, taking a bit of effort to dull them to average, but after dealing with the Gunslinger, Kahler-Tek, she seemed to have embraced them.

Strax simply saluted her, a weapon in hand, "Madame Vastra wondered if you were needing any grenades?"

She blinked, "Grenades? Are you sure VASTRA asked you that?"

Strax thought a moment, "She might have said 'help.'"

"Help for what?" the Doctor shook his head, winding his arms around the Professor as she stood before him, resting his chin on her shoulder as he absently swayed them.

"Well, your investigation."

"Investigation?" he frowned, "Who says I'm investigating? Do you think I'm going to start investigating just because some bird smiles at me? I wouldn't do that for anyone but the Professor," he kissed her cheek and turned around to look at the pond.

"Thanks love," she laughed, "Feeling's mutual."

He nodded, calling back to Strax, "Who do you think we are?"

Strax grinned, "Sherlock Holmes and Dr. Watson."

The Professor grimaced and shook her head, "Don't be clever, Strax. It doesn't suit you."

"Sorry, ma'am," he sighed.

"_We're_ the clever ones," the Doctor agreed, "You're the potato one."

"Yes, sir."

"Now go away."

"Yes," Strax said, waiting till the Doctor turned around, before heading off, calling back, "Mister Holmes."

"Oi!" the Doctor turned, "Shut up. You're not clever or funny and you've got tiny little legs!" before spinning around to suddenly pull the Professor to him, dancing with her on the ledge, not even noticing the area around them turning warm gold from the firelight inside as a curtain in a window parted, "Not like you dear," he whispered, "Your legs go on for _miles_."

"Who would have thought you were a 'legs man,'" she laughed.

"Well you're a chin woman," he countered, nudging her chin with his own, "You know you love it."

"No," she sighed and he looked at her, "I love YOU. All of you, every part," she blinked, "So I suppose that includes your chin as well."

He smirked, "That sounded familiar."

She groaned and dropped her head onto his shoulder, recalling when they'd helped the Tenza George, how he'd made a comment about pantophobia not being a fear of pants, but everything…which included pants, "I'm starting to sound like you, must be getting old."

He laughed, "I'm only two years older than you!"

"Still," she smiled, "Old_er_."

He laughed, about to speak, when a faint tapping reached them. They looked up to see Clara, dressed very primly, by the window, knocking on it to get their attention, waving at them before motioning for them to come in.

The Doctor sighed and looked at the Professor, resting his forehead to hers, "Ok, just tell her we're leaving, we're not going up. Leaving. _Not _going up," he turned and held up a hand, indicating five minutes and then a thumbs up.

The Professor laughed at that, "What was _that_ about?"

He frowned at his hand, staring at it as though it had betrayed him, "Five minutes, where did that come from?" before pointing at it, "You..."

"Dear," the Professor cut in, "We'd best get inside."

He looked at her, "Why?"

She nodded at the ice, it was starting to crack.

~8~

The Professor and the Doctor were hiding behind a small puppet theater in a school room, readying a trap, when the door burst open and Clara ran in with two children.

"What do we do?" the boy shouted.

"Frannie," Clara turned to the girl as a living-ice statue that was shaped something like a severe nanny entered the room, "Frannie, imagine 'er melting."

"What?" the girl breathed.

"In your 'ead. Melt 'er!"

"I can't!"

"I'm getting impatient!" the ice woman shouted, "You have been very naughty!"

The Professor moved forward, about to help, there were _children_ in danger, when the Doctor pulled her back and held up his sonic with a grin. She smirked and kissed him quickly, jumping up.

"Get back!" she half-barked at the ice woman as she stepped around the stage, her blaster out and ready, aimed at the statue.

"Professor!" Clara gasped, so relieved.

"Is that her?" Frannie looked at her governess, "The clever lady?"

The ice woman lunged at the Professor but she just fired, blasting the fingers off its left hand, "I said BACK!"

"Yeah," Clara breathed, "That's 'er."

"What about the man?" the boy asked her, "You said the man was here too, the cloud man."

"Where is 'e?" Clara looked at the Professor as she moved in front of them, protecting them from the ice woman.

"Where's the Doctor?"

"Doctor?" a slightly squeaky voice called from the stage. They looked over to see a Punch Puppet had popped up, "Doctor? Doctor who?" before turning and aiming the sonic screwdriver at the ice woman, shattering her.

The Doctor grinned, popping up as well, "That's the way to do it!"

And Punch turned and kissed him.

"Oi!" the Professor laughed, putting her blaster away as she made her way over to the Doctor, pulling the puppet off his hand. She pointed mock warningly at the toy, "Lips off my Bonded."

The Doctor grinned and leaned forward, getting a kiss from her a well.

"Where did she go?" Frannie asked, pulling them out of their moment, "Will she come back?"

"No," the Professor turned to her, "Don't worry."

"She's currently draining through your carpet," the Doctor added, stepping out of the stage, wiggling his sonic, "New setting."

"Anti-freeze," the Professor turned to him, "Told you it would come in handy."

He smirked, "Still waiting for that 'wood' setting."

She rolled her eyes, "Life needs challenges," she shrugged, "Some doors aren't meant to be opened."

"And some you just love kicking down don't you?"

"You know you love my legs," she nudged him in the stomach.

"Yes, I know," he rolled his eyes, "Leg man."

She just smiled and pecked his chin, "Chin woman."

He beamed about to lean in to kiss her, when Clara called, "Are you _really _flirting with a mad statue of living ice that just tried to kill us melting in the carpet?"

The Doctor sighed, dropping his head to the Professor's, before glancing at Clara, his eyes just a bit narrow, "You're very welcome, by the way."

"I'm very grateful," she nodded, "I knew you'd come."

"No, you didn't," the Doctor shook his head, "Because we _don't_."

The Professor had to nod, "This isn't the sort of thing we do, not anymore."

"Next time you're in trouble, don't expect us to..." the Doctor paused, spotting himself in the mirror, his drawn face, his expression sour. While he looked bitter, the Professor just looked sad and tired.

"What is it?" Clara asked, watching as the Professor made her way to his side and wrapped an arm around his waist, leaning on him as they stared at themselves, at the bitter people they'd become, those people…they weren't _them_, "What's wrong?"

"Sorry, it's just…" the Doctor shook his head, squeezing the Professor close, "Didn't know we'd put it on," he straightened his bow tie a bit.

"Old habits," the Professor patted his tie, "Hardest to break," she smiled at him sadly, "And not just the bow tie."

"It's cooler," Clara breathed, spotting ice forming on the windows.

The Doctor gave a little smile, "Yeah, it is, isn't it? It is very cool. Bow ties _are_ cool."

"She meant the room," the Professor whispered to him, before heading to the frosting window and putting her hand on it.

Suddenly a bulge formed in the carpet and got bigger.

"She's coming back!" the boy shouted.

"What's she going to do?" Frannie gasped, "Is she going to punish me?"

The Doctor tried flashing the bulge with his sonic but it didn't do anything.

"Well," the Professor blinked, pulling out her blaster as the Doctor backed the trio of humans up, "It would appear she's learnt not to melt."

The Doctor glanced at Frannie, "Of course, she's not really a governess, she's just a beast. She's going to eat you. Run!" he grabbed the Professor's hand, the two of them dashing out with the children and Clara, the boy and girl stomping down the stairs.

"Children, what is the expla..." a man who could only be their father began, hearing them, only to spot the Doctor and Professor behind Clara, "Who the devil are _you_? What are you doing in my house?"

"It's ok," the Doctor held up his hands, "We are your governess's..." he trailed off, looking at the Professor.

"Physician and Tutor," the Professor supplied, "We were just upstairs talking to the children..."

"Captain Latimer!" a maid ran in as there was a knock at the front door, "In the garden, there's snowmen! And they're just growing out of _nowhere_, all by themselves. Look!" she ran to the door, throwing it open to reveal Vastra and Jenny standing there.

"Good evening," Vastra smiled, "I'm a lizard woman from the dawn of time, and this is my wife."

The maid screamed and ran into the house, trying to rush out the back…

When Strax stepped around the corner, "This dwelling is under attack. Remain calm, human scum."

The Doctor dashed forward as the maid fainted, "So, any questions?"

"Vastra, what's happening?" the Professor turned to her.

"The snow is highly localized and, on this occasion, not naturally occurring," Vastra told them.

"It's coming out of that cab parked by the gates," Jenny added.

"Ma'am," Strax turned to the Professor, "One pulver grenade would blow these snowmen to smithereens!"

"They're made of _snow_, Strax," she reminded him, "They're already smithereens. I've tried it."

"See, Clara?" the Doctor rolled his eyes, "Our friends again."

"Clara?" the father turned to her, "Who's Clara?"

"Your current governess is, in reality, a former barmaid called Clara."

"That's the way to do it!" the ice woman, now reformed, called as she appeared at the top of the stairs.

"Meanwhile your previous governess is now a living ice sculpture impersonating Mister Punch."

The Professor set her blaster up higher and turned, firing up the stairs at the statue, shattering her again. She turned around to see the humans staring at her, "What?" she shrugged, "She was irritating me."

'_Now imagine how much worse it'll be when you're going through mood swings,_' the Doctor had to smile at her, thinking about what she might be like if…no, when…was ever pregnant.

'_You may want to lock up my blaster then dear,_' she countered, making him pout at the small dig that she might just shoot him too.

"Jenny, what have you got?" the Professor looked at the woman.

Jenny pulled out a small red device and threw it up the stairs, a force field coming up around the small landing, "That should hold her if she reforms."

"Ma'am, this room," Strax called from a small study, "One observational window on the line of attack and one defendable entrance."

"Well done soldier," the Professor told him.

Strax beamed and seemed near tears at the praise, saluting her.

"Right," she nodded, "Everyone in there," she ushered the children on, "Now. Move it. You may have to carry her," she told the father.

Clara frowned and turned to the Doctor, "Why does 'e salute 'er so much?" she asked.

"Won't find a better soldier than her," he commented, flashing the ice woman with the sonic.

Clara frowned at that, concerned, the woman didn't look much like a soldier, but she supposed, how easily she handled a weapon should be answer enough. She dashed over to her employer, Captain Latimer, and helped him carry the maid, Alice, over to the study.

"Nice to see you both off your cloud and engaging again," Vastra smirked at the Doctor.

"We're not engaging again," he countered, "We're under attack."

"You missed this, didn't you?"

He glanced at the ice bits as they started to reform and back at Vastra, "Shut up."

"Doctor!" the Professor called, standing in the doorway of the study. He nodded and dashed off to her, Vastra following.

"Right," he gave her a peck as he entered the room, Vastra shutting the door behind them, "How long have we got?"

"They're not going to attack," she commented.

"No?" Captain Latimer looked up.

"No," she stated, "They made no attempt to conceal their arrival. An attack force would never abandon surprise so easily, and they're clearly in a defense formation," the humans stared at her again, "Why does everyone always look at me like that?"

"Because you're remarkable," the Doctor wound his arms around her waist, pulling her back towards him, "Brilliant," he whispered in her ear, "Sexy," he kissed her neck.

"Easily distracted too it seems," she murmured, kissing him.

Clara looked at the two of them, kissing in the middle of the study, while snowmen surrounded the house and a killer ice woman lurked on the stairs, and glanced at Vastra to see the green woman smiling softly, "Do they do this a lot?"

She laughed, "Wait till you hear them talking."

"So!" the Doctor shouted, pulling away from the Professor, startling the others with how suddenly he'd changed course, "There's something here they want."

"The ice woman," Clara guessed.

The Doctor pointed at her, "Exactly."

"Why's she so important?" Jenny shook her head, confused.

"Because she's a perfect duplication of human DNA in ice crystal form," the Professor explained.

The Doctor nodded, "The ultimate fusion of snow and humanity."

"To live here, the snow needs to evolve."

"And she's the blueprint."

"She's what they need to become."

"When the snow melted last night, did the pond?" the Doctor pointed at Clara, who just stared at him now along with the others.

"Yes," the Professor cut in when Latimer opened his mouth, "We _do_ talk like this a lot. Moving on."

"No," Clara shook her head out of her thoughts.

"Living ice that will never melt," the Professor murmured.

The Doctor took her hand, "If the snow gets hold of that creature on the stairs, it will learn to make more of them. It will build an army of ice. And it will be the last day of humanity on this planet..."

The doorbell rang.

The Professor stiffened and eyed the others, "Stay here," she ordered them, tugging the Doctor with her out the door.

They had just stepped into the hall when the door opened again and Clara stepped out, "Oi, she told you to stay in there," the Doctor told her.

"Oh, I didn't listen," Clara replied.

"You do that a lot."

"It's why you like me."

"Who said we like you?"

Clara just reached out and grabbed his head, pulling him towards her to kiss him. It only lasted a moment before she was shoved back, a gun in her face, "Kiss my husband again and you won't have a head anymore."

Clara's eyes widened as she turned to the Doctor, stunned, "You're _married_?!" she'd thought they were just lovers, and even then they were flirty enough that she thought she might be able to sneak a kiss in…but never married!

"Every time," he muttered, "Every time someone finds that out they always give me that look," he gestured at Clara before turning to the Professor with a pout, "Why do they do that look?"

She smiled and stepped closer, putting her arms around his neck, "Because you're remarkable," she echoed his words, "Mad," she deviated, "Dashing..." she gave him a peck, resting her forehead to his as she smiled, "And about to save the humans."

He laughed, kissing her again before taking her hand and pulling her to the front door, a slightly confused Clara following. The Professor had gone from about to kill her to flirting with the Doctor in mere seconds.

They were strange those two.

The Doctor threw open the front door to see Dr. Simeon standing there, his face as grim as ever. They stared each other down for a moment or two before Simeon spoke, "Release her to us," was all he said, "You have five minutes," before turning to leave.

The Professor pulled the Doctor back inside and shut the door, "We need to get her out of here but keep her away from them."

"How?" Clara asked.

The Doctor glanced over at an umbrella sticking out of a stand, "With this," he grabbed it, "Do I always have to state the obvious?"

"Those creatures outside," Captain Latimer shouted, rushing out of the study to join them, "What are they?"

"No danger to you," the Professor assured him, "As long as we get that," she nodded at the ice woman who had reformed at the top of the stairs, "Out of here."

"You," the Doctor pointed at him and then the study, "In there, now," he turned to the stairs with the Professor sonicing the force field as she readied her blaster.

"What are you doing?" Clara called.

"Between the three of us, I can't wait to find out," he grinned as the force field extended to the steps, allowing them within it. He nodded, "Right, if you look after everyone here," he called to Clara, "Then we can..."

"Clara!" the Professor shouted, seeing that Clara had stepped into the force field with them.

"Duck!" she yelled, pointing at the ice woman as she swung at them.

They dropped down, running past the ice woman and up the stairs, to the top landing.

"That was stupid," the Doctor stopped to face Clara.

"You were stupid, too," she countered.

"I'm allowed!"

"He's good at stupid," the Professor agreed.

"Oi!" the Doctor turned to her.

"That's the way to do it!" the ice woman sneered as she made her way up to them, her body jerking as she moved.

"Why does she keep saying that?" Clara frowned.

"Mirroring," he explained quickly, "Random mirroring."

"We need to get on the roof," the Professor cut in, looking around the hall for the best means to get to it.

"This way!" Clara grabbed their hands and pulled them off.

"No, no _I_ do the hand grabbing!" the Doctor cried, "That's my job. That's always me!"

Clara just ignored him and led them to a window with a small portion of the flat roof outside it, quite like the small lounge Martha had taken them too on the Moon.

The Doctor threw it open and hopped through it, turning to Clara who was between him and the Professor, the Professor insisting on being the last one out as she was the only one with a weapon that could slow the ice woman down a bit.

"Come on, quickly!" he shouted, scrambling onto the roof, only to see Clara stuck in the window, "What are you doing?"

"My bustle is stuck," Clara told him, straining to get through the window.

"Your _bustle_?" he gaped.

"You pull," he heard the Professor call from behind Clara, "I'll push!"

He rolled his eyes but grabbed Clara's arms, pulling her as the Professor gave her a shove, poor Clara falling out of the window and landing right on top of him.

"You're going to have to take those clothes off," he groaned.

Clara gasped, staring at him with wide eyes.

"What was that Doctor?" the Professor asked as she hopped out of the window.

He winced, "I didn't mean..."

"I know," Clara said quickly, not wanting him to end up on the wrong side of the Professor's blaster like she had.

"I just..."

"I understand, I do."

"Good," he nodded.

"What would be better is if you got off my husband Clara," the Professor called. Clara squealed as though just realizing she _was _still on top of him before she scrambled up, "Thank you," the Professor stepped backwards, closer to the Doctor, holding back a hand to him to help him up.

"Now, what's the plan?" Clara asked as soon as he was up, spotting the ice woman in the window.

"Who said I've got a plan?" the Doctor asked.

"Course you've got a plan. You took that," she nodded at the umbrella still in his hand.

"Maybe I'm an idiot."

"There's no maybe about that love," the Professor smiled.

"Ah, but I'm YOUR idiot," he smiled, moving towards her, about to wrap his arms around her when...

"You're not!" Clara cut in, seeing them about to start flirting, not _really _the best time what with the crazed ice woman currently trying to get over the window ledge with not legs to climb with, "You're clever. You're both really clever."

The Doctor wiggled the umbrella at the Professor who put her blaster away and took it, "Are you?" she asked, tossing Clara the umbrella.

"If I've got a plan, what is it?" the Doctor nodded, putting his arm around the Professor's shoulders, "You tell me."

"That's the way to do it!" the ice woman cackled, still mirroring Punch.

"Is this a test?" Clara frowned, eyeing them suspiciously.

"Yes," they said as one.

"What will it do to us?"

The Professor shrugged, "Probably try to kill us."

Clara frowned, eyeing the woman, something inside her told her that the Professor would NEVER let anything hurt the Doctor...she'd gone batty when she'd attacked his_ lips_ in a completely benign way.

"That's the way to do it!" the ice woman shrieked, before turning into a cloud of ice bits so she could flit over the windowsill on the wind, reshaping herself on the roof.

"So, come on then," the Doctor cut in, "Plan. Do I have one?"

"Oh, I know what your plan is," Clara smirked, tossing him the umbrella, only for the Professor to catch it in one hand, "I knew straight away."

"No, you didn't," he smirked as the Professor tossed it back.

"Course I did," she returned it, the umbrella going back and forth between her and the Professor.

"Show us," the Professor smiled, Clara was clever if she figured it out from just an umbrella.

"Why should I?"

"Because we'll be dead in under thirty seconds," the Doctor said, the umbrella being tossing back one more time.

"Go on," the Professor smiled, "Does he actually have a plan for once?"

Clara gave them a look before pacing to the side of the roof as she explained quickly to them, "If we'd been escaping, we'd be climbing down the building. If we'd been 'iding, we'd be on the other side of the roof. But no, we're standing right 'ere."

"My God," the Professor blinked, "She talks as fast as the last you!" she pointed at the Doctor accusingly, as though it were _his_ fault.

He just held up his hands in surrender and smirked at Clara, "So?"

"So!" she reached up with the handle of the umbrella and pulled the ladder to the TARDIS down, just as the ice woman neared her fully formed state, "After you," she gestured at the ladder.

"After you," the Doctor shook his head.

"After you," she insisted, "We're wearing dresses."

The Professor laughed and nudged the Doctor, "Eyes front, soldier."

"My eyes are always front!" he made his way to the ladder and climbed up.

The Professor smirked, enjoying the view, "Mine aren't."

He glanced down at her, starting to blush, seeing she was eyeing his bum, "Stop it!" he mock whined.

She laughed, "Make me."

He started to smirk as well, hooking an arm around a ladder rung and turning to look down at her, "Yeah, well, maybe I will."

"I'd like to see you try," she challenged.

"You asked for it…" he moved to step down when.

"Just climb!" Clara shouted, while their flirting was rather sweet, there were FAR better times to be doing it than when the ice woman was nearly fully formed.

"Right," the Doctor winced, heading back up the ladder.

"Clara," the Professor turned to her, stepping on one side of the ladder, gesturing at the ice woman, "Would you like to do the honors?"

Clara stepped onto the others side of the ladder and cleared her throat as she turned to the ice woman, her speech proper again, the one she used when around the Captain and his children as opposed to her normal voice, "I understand you're the previous governess. I regret to inform you the position is taken. Goodnight," she tapped the ladder with the umbrella and it lifted into the air, the Professor giving a little wave at the ice woman as she tried to grab the air below them, just missing them.

The Doctor reached out and helped the Professor onto the small platform at the bottom of the staircase, the two of them moving to help Clara on as well.

"So you can move your cloud?" she panted, "You can control it?"

"No," the Professor shook her head, "No one can control clouds."

"That would be silly," the Doctor agreed, "The wind, a little bit."

Suddenly the platform shook. They looked down to see the ice woman had pulled the ladder down and was starting to climb up.

"She's following us!" Clara gasped.

"Exactly as planned," the Professor smiled, taking the Doctor's hand as they dashed for the stairs, "Keep her away from the snow."

"So," the Doctor glanced back at Clara as she followed them, "Barmaid or governess, which is it?"

"That thing is after us, and you want a _chat_?" Clara asked incredulously.

"Well, we can't chat after we've been horribly killed, can we?"

Clara moved to answer, when she noticed how high they were above the rooftops having not climbed all that many stairs, "How did we get up so high so quick?"

"Clever staircase."

"It's taller on the inside," the Professor called down as they reached the top of the stairs and hopped onto the cloud.

"What am I standing on?" Clara looked down, "What's this made of?"

The Doctor knelt down and flashed the cloud above the stairs, sealing it off, blocking the entrance, as the Professor answered, "Super dense water vapor."

He flipped the sonic and put it away, "Should keep her trapped for the moment."

"Do you actually live up here, on a cloud, in a box?" Clara asked, eyeing the old box as they headed towards it.

"We have done for a long time now."

"Blimey, you two really know 'ow to sulk, don't you?"

"We're not sulking," the Professor shook her head.

"You live in a box!"

"That's no more a box than you are a governess," the Doctor scoffed, moving to unlock the door.

Clara's eyes narrowed at the comment, "Oh, spoken like a man. You know, you're the same as all the rest. Sweet little Clara, works at the 'Rose And Crown,' ideas above her station," she moved to follow them as they made their way into the darkened box, "Well, for your information, I'm not sweet on the inside, and I'm certainly not…"

The Professor hit a switch and the lights turned on, the entire room a grayish-white, the console computerized with six-sides, a small railing around it, panels around the edge with two seats in the middle of it, and a top portion of the rotor that rotated with odd symbols along the rim of it.

"Little," she breathed, staring around in awe.

"It's called the TARDIS," the Professor smiled, she rather liked Clara, it was refreshing that a human could keep up with them, her spunk reminded her quite a bit of Amy and Donna, "It can travel anywhere in time and space."

The Doctor wrapped an arm around the Professor's waist, "And it's ours."

"But it's…" Clara looked around, unable to find the words, "Look at it, it's…"

The Doctor smirked, "Go on, say it. Most people do."

Clara just darted out of the box as they chuckled, running around the outside, before dashing back in, staring at them a moment before saying, "It's smaller on the outside."

The Doctor blinked, "Ok," he nodded, "That _is_ a first."

The Professor laughed, "Much like Amy's 'I'm in my nightie,' eh?" she nudged him.

He nodded, hearing the hidden words behind it, Clara…was a lot like Amy, but…different, a good different, not a replacement. She was capable of handling this sort of life and would truly appreciate the adventures.

She was_ just_ what a Companion needed to be.

She was just the sort of person Amy would want them to have around.

"Is it magic?" Clara took a few more steps in, looking around, "Is it a machine?"

"It's a ship," the Professor explained as they turned to the console.

"A ship?"

"Best ship in the Universe," the Doctor agreed.

Clara stepped over to them, looking at all the buttons and knobs, "Is there a kitchen?"

The Professor shook her head, "Another first."

"I don't know why I asked that. It's just…I like making soufflés."

They stiffened, the Doctor looking over at her, "Soufflés?"

The Professor, on the other hand, her eyes widened, now placing the voice she'd been trying to find, Oswin. Clara sounded, JUST like Oswin. NO, not just, _exactly_.

"Why are you showing me all this?" Clara turned to them, not saying more about the soufflés.

"_You_ followed _us_, remember?" the Doctor countered, "We didn't invite you."

"You're nearly a foot taller than I am," Clara pointed out to him, "And you're fit enough to jump that 'igh," she added at the Professor who had been staring at her curiously since she'd mentioned soufflés, "You both could've reached the ladder without this," she held up the umbrella, "You took it for me," she tossed it to the Doctor, "Why?"

The Doctor looked at the Professor a moment before she nodded and smiled, taking something out of the pocket of her dress and handing him it. He closed his fist around it and turned to Clara, as she spoke, "We never know why."

He nodded, holding up a key to the TARDIS, "We only know who," and placed it in her hand, closing her fingers around it.

"What's this?" Clara whispered.

"Us, actually giving in," the Professor nodded.

Clara smiled, looking at the key to them, her eyes shifting as they filled with tears, "I don't know why I'm crying."

"We do," the Doctor said softly, squeezing Clara's hand, "Remember this. Remember this right now, all of it. Because this is the day. This is the day. This is the day everything begins!" he turned and pulled the Professor back to the console, both of them getting to work…

When Clara suddenly screamed and dropped the key.

They looked over to see the ice woman had grabbed her and was dragging her out.

The Professor grabbed her blaster, but couldn't get a clear shot without harming Clara.

"Clara!" the Doctor shouted as they ran out after them, "Clara!"

"Get off of me!" Clara struggled.

"Water vapor doesn't stop ice," the Professor muttered, "Oh I should've realized!"

"Get off!"

"Let her go!" the Doctor ran for them, "Let her go now! Now!"

"Get off of me!"

"Clara!" the Professor called as the ice woman reached the end of the cloud.

"No!" the Doctor gasped, "Clara!"

But the ice woman just stepped off, falling off it with Clara.

"Clara!" they screamed, racing to the edge of the cloud, watching in horror as Clara fell back to the Earth…

"Come on!" the Professor grabbed the Doctor's hand and pulled him back to the TARDIS. They ran to the console, flicking on the monitor…only for their hearts to stop.

Clara was lying on the ground outside Darkwood Manor, no life signs detected.

"Oh my God," she breathed, her eyes filling with tears.

The Doctor pulled her to him, hugging her tightly for a moment before he pulled a lever. They wouldn't be able to go out and get Clara down in the manor, but THEY could bring her in with the TARDIS.

The Professor took a breath and stepped away, moving around the console to help him pilot the ship back, materializing around Clara's prone form, before they reappeared back in the manor.

~8~

The Doctor and the Professor stood in the console of the TARDIS, able to hear Strax from within as he examined Clara, whom they had placed on a table in the study. Sontaran technology, being so war driven, was able to revive a person for a short while, usually because a dying Sontaran might have some sort of useful information about the enemy and the rest needed to know what it was. He'd used it on Clara, bringing her back, but they just…couldn't face her.

It was their fault it happened.

The Doctor had led her up there, and the Professor had forgotten about the ice and vapors that had let the ice woman up after them.

The Professor glanced up as the door opened and Vastra stepped in before she went back to running scans on the monitor of the ice as the Doctor scanned it into the system with the sonic.

"Isn't the creature still a danger?" Vastra asked, eyeing the small chunks of ice, the remains of the ice woman, that the Doctor was sonicing, "It could reform."

"Not in here," the Professor remarked.

"Then you both should be with Miss Clara."

"She's going to be fine," the Doctor cut in, "We know she is. She _has_ to be."

"Doctor, her injuries are _severe_. That equipment will bring back anyone for a while, but long term…"

"It was _our _fault Vastra," the Professor cut her off, "_We _are responsible for what happened to Clara."

The Doctor nodded, "She was in out care."

Vastra frowned at them, "What is the point of blaming yourselves?"

"None. Because she's going to live," he reached out and took the Professor's hand, picking up a small souvenir lunchbox of the London Underground that he'd put the pieces into and they stepped out of the box.

The Doctor paused, seeing Clara lying there, as the Professor gently took the box from him and handed it to Jenny before leading him over.

"Hey," the Doctor called as they moved to her side, the Professor taking her hand as he rested a hand on her head, gently waking her.

"Hello," the Professor smiled as Clara blinked.

She looked at them a moment, weak, tired, but fighting, "They all think I'm gonna die, don't they?"

"Well we know you're going to live," the Doctor countered.

"How?"

The Professor turned her hand, pressing the key into it, "As the Doctor said, we never know how. We just know who," before closing the girl's hand and squeezing it.

She looked at the Doctor solemnly, Clara's pulse was weak and growing weaker, her own scans confirming she didn't have much time.

"The green lady," Clara murmured, "She said you were the savers of worlds once. Are you going to save this one?"

The Doctor looked down at her, "If we do, will you come away with us?"

Clara blinked and gave a small smile, "Yes."

"Well then," he nodded, "Merry Christmas," he stood up and looked at the Professor, determined, the fire back in his eyes.

She smiled, reaching out to straighten his bow tie, "Very cool," she told him softly.

He grinned and took her hand, moving to snatch the lunch box from Jenny with the other as they headed out of the study and right for the front door, throwing it open to see Simeon standing there with snowmen around him.

"I have in my hand," the Doctor held up the lunch box, "A piece of the Ice Lady. Everything you need to know about how to make ice people. Is that what you want?" Simeon held out a hand, silent. The Doctor though just grinned, "See you at the office," and shut the door.

The Professor pulled out her blaster, powering it up as she smiled at him, "You ready soldier?"

"Oh yes," he nodded and they ran for the TARDIS, dashing past the humans and right to the console, Vastra joining them.

"So then," the lizard woman called, "Saving the world again? Might I ask why? Are you making a bargain with the Universe? You'll save the world to let her live?"

"Yes," the Professor nodded, flicking switches.

"And don't you think, after all this time," the Doctor added.

"And everything we have _ever_ done…"

"That we are owed this one?"

"I don't think the Universe makes bargains," Vastra shook her head.

"But I KNOW it does," the Doctor murmured. They looked at him and he just paused and looked at the Professor, "It gave me _you _back."

She smiled softly at that, moving to his side to kiss him quickly before she sighed and turned to Vastra, "It was our fault."

Vastra shook her head but gave in, "Well then. Better save the world."

They smiled and began to pilot the TARDIS out.

~8~

The trio looked over as the doors to Simeon's study opened and the man himself entered. He strode right over to them, glaring as the Doctor sat with his feet up on the desk, Vastra behind him, the Professor walking around the snow globe for one last assessment.

"You promised us something," Simeon got right to it, "Have you brought it?"

"Big fella here's been very quiet while you've been out," the Doctor remarked, not answering.

"Which is only to be expected," the Professor nodded, moving back around to their side, "Considering who he really is."

"Do you know what this is, big fella?" he held up the lunchbox at the globe as he got up to join the Professor.

"I do not understand these markings," the snow globe stated, talking for the first time since they'd arrived there without Simeon present.

"A map of the London Underground," the Professor answered, "1967. Key strategic weakness in metropolitan living."

The Doctor smiled at her, "That's only because you've never liked tunnels."

"They're constraining!"

He laughed and put his arm around her.

"Enough of this," the globe cut in, "We are powerful, but on this planet we are limited. We need to learn to take human form," the Professor rolled her eyes and reached into the Doctor's pocket, pulling out the sonic, flashing the globe as its voice rose till it sounded like a little boy, Simeon seeming disturbed and greatly affected by it, "The Governess is our most perfect replication of humanity."

"What's happening to its voice?" Vastra frowned.

"Just stripping away the disguise," the Professor shrugged, putting the sonic back in the Doctor's pocket and patting it.

"No, stop!" the globe shouted, "Stop that. Cease, I command you."

"It sounds like a child," Vastra remarked.

"Of course it sounds like a child," the Doctor nodded, "It _is_ a child," he turned to see Simeon leaning against the desk, his face pale, eyes wide, "_Simeon_ as a child. The snow has no voice without him."

"Don't listen to him," the globe called, "He's ruining everything!"

"How long has the Intelligence been talking to you?" the Professor asked, crossing her arms.

"I was a little boy," the man breathed, "He was my snowman. He spoke to me."

"Snow doesn't talk, does it?" the Doctor shook his head, "It's just a mirror. It just reflects back everything we think and feel and fear. You poured your darkest dreams into a snowman and look…look what it became."

Vastra shook her head, "I don't understand."

"It's a parasite feeding on the loneliness of a child," the Professor explained, "And the sickness of an old man."

"Carnivorous snow meets Victorian values and something terrible is born," the Doctor sighed.

"We can go on and do everything we planned!" the globe shouted.

The Doctor rolled his eyes, "Oh yes, and what a plan. A world full of living ice people. Oh dear me, how very Victorian of you."

Simeon glared, "What's wrong with Victorian values?" he moved forward and snatched the lunchbox.

Vastra frowned, the Professor should have been able to stop the man, she knew the woman was quicker than most. Her eyes widened, unless…

"Ah, ah, ah," the Doctor smirked, "Are you sure?"

"I have _always_ been sure," Simeon pulled the lid off…only for the memory worm to bite him and latch on.

"Good," the Professor smirked as well, "I'm glad you think so, since your entire adult life is about to be erased."

"No parasite without a host," the Doctor nodded.

"Without you, it will have no voice."

"And without the governess, it will have no form."

"What…" the globe gasped, the lights starting to flicker as Simeon fell to the ground, "What, what's happening? What's happening? What did you do?"

"You've got nothing left to mirror anymore," the Doctor turned to it, waving, "Goodbye."

"What did you…did you…"

They started to smile as the voice faded…

Only for the snow to suddenly start to swirl in the globe, the lights brightening as the voice grew deeper and stronger, smug, "Did you _really_ think it would be so easy?"

"That's not possible," the Doctor frowned, his eyes wide as he turned to the Professor, "How is that possible?"

"Doctor?" Vastra called, concerned.

"But you were just Dr. Simeon. You're not real. He dreamed you. How can you still exist?"

"Oh my God!" the Professor gasped, "I really _am_ getting old…that or I've spent too much time with you love," she patted the Doctor's shoulder, "Or I'm just really out of practice…"

"I'd go with that last one," the Doctor said, knowing commenting on the first would get him a slap and the second was just completely untrue.

"What's going on?" Vastra shook her head.

"Now the dream outlives the dreamer and can never die," the globe laughed, "Once I was the puppet…"

And suddenly Simeon leapt to his feet, unnaturally pale, frost all over him, seeming more ghoulish than human, "Now I pull the strings!"

"The snowmen, the ice woman," the Professor explained quickly, pulling out her blaster, "He was trying to take on human form all along. Erasing Simeon gave him the space he needed. He IS Simeon now."

Vastra moved to attack the man only for him to knock her to the side with inhuman strength, grabbing the Doctor.

"More than snow, more than Simeon!" the globe/Simeon shouted, "Even this old body is strong in my control!"

"Argh!" the Doctor groaned.

"Doctor!" the Professor rushed over and, with a swift kick, sent Simeon flying back off him. She ran at the man, aiming her blaster down at him, but he kicked her legs out from under her, grabbing her one arm in his hand to hold the blaster down and pressing his hand to her face.

"Do you feel it?" he started to freeze the woman, "Winter is coming!"

Her jaw tensed and she reached up with her other arm, grabbing the man's wrist and snapping it, making him howl in pain and rear back. She used the momentum of it to flip them over, holding him down and aiming her blaster at him, powering up, the heat radiating off it.

"Feel this," she muttered, blasting his head right off.

She fell back off the body, reminding herself that it was NOT a human any longer, it was an empty shell, like Sky had been on Midnight, a host for a deadly alien. She glanced at the snow globe as it started to power down for good…but then…the snow inside it turned to water.

"It's turning to rain," Vastra breathed, spotting it as well, "All of it, the snow, look," she turned to the window, looking out to see that it was raining there as well, and back to the Doctor as he helped the Professor to her feet, "What happened?" she asked, sensing it wasn't just stopping Simeon that had done it.

"The snow mirrors, that's all it does," the Doctor remarked, running his hand along the Professor's cheek, warming it from where it still had a bit of frost on it, "It's mirroring something else now. Something so strong, it's drowning everything else."

She took his hand and they went to the window, opening it and reached out to the rain, "There was a critical mass of snow at the house," she murmured, looking down at her fingers as she rubbed the rain between them, "If…if something happened there…" she sniffed it, "Salt," she looked at the Doctor, "It's not raining. It's _crying_."

He let his head fall onto her shoulder, "The only force on Earth that could drown the snow…a whole family crying on Christmas Eve."

And they knew what that had to mean.

~8~

The Doctor and Professor stepped out of the TARDIS to see Clara lying there, looking closer to death than ever.

"I'm sorry," Strax told them, "There was nothing to be done. She has moments only."

The Professor nodded and they stepped to Clara's one side again, taking their same positions.

"We saved the world, Clara, the three of us," the Doctor told her gently, waking her up as he stroked her head, "We really, really did."

"Are you going back to your cloud?" she asked them, her voice a whisper.

"No," the Professor promised, "No more cloud. Not now."

"Why not?"

The Doctor swallowed hard, reaching out to take the Professor's hand, "It rained."

Clara's eyes fluttered closed and they looked down…

"Run," she breathed, looking at them from under her eyelashes, making them tense, "Run, you clever boy, you brilliant girl," their eyes widened at the familiar words, "And remember."

The clock chimed midnight.

"It's Christmas," the little boy breathed, "Christmas Day."

And Clara breathed her last.

~8~

Captain Latimer stood with his children at Clara's graveside, the aliens and Jenny standing a few feet away, watching, respecting their privacy.

"And what about the Intelligence?" Vastra asked the Time Lords as they stood with their arms around each other, "Melted with the snow?"

"No," the Doctor shook his head, "I shouldn't think so."

The Professor sighed and nodded, "It learned to survive beyond physical form."

"Well, we can't be in much danger from a disembodied Intelligence that thinks it can invade the world with _snowmen_," Jenny gave a smile.

Vastra smirked and nudged the Professor, "Or that the London Underground is a key strategic weakness?"

"What?" the Professor smiled back, "It is! Ask Strax if you don't believe me."

Vastra scoffed, "Any Sontaran in the Universe would agree with the 'greatest warrior of all.' He's biased."

The Professor nodded.

"The Great Intelligence," the Doctor murmured, looking at the card of Simeon's, "Rings a bell. The Great Intelligence…"

"Come along love," the Professor told him softly, seeing the family walk off. They made their way to the grave and knelt down.

"Doctor?" Jenny called, "Professor?"

"We never knew her name," the Doctor said quietly, staring at the inscription, "Her full name."

Clara Oswin Oswald  
"Remember me for we shall meet again."  
Born November 23, 1866  
Died December 24, 1892

"Soufflé girl," the Professor nodded, recalling the words both Clara and Oswin had said, the soufflés, the running, "Oswin. It was _her_."

"It was soufflé girl again."

"We never saw her face the first time with the Daleks, but her voice, it was the _same_ voice."

"Professor?" Jenny frowned, "Doctor?"

"The same woman," he began, looking at the Professor.

"Twice," she nodded, both of them staring to grow excited.

"And she died both times."

"The same woman!"

"Please," Vastra cut in, "What are you talking about?"

"Something's going on," the Professor told them, standing with him.

"Something impossible," he started to smile, "Something…right, you two stay here. Stay right here. Don't move an inch," he took the Professor's hand and they ran off.

"Are you coming back?" Vastra called.

"Shouldn't think so!" the Professor replied, before tripping around a headstone on her dress, the Doctor catching her.

Vastra couldn't help but smile and shake her head at that, for such a graceful and balanced woman, the fact that the Professor couldn't walk in a dress made her laugh, "But where are you going?"

"To find her!"

"To find Clara!" the Doctor cheered, "Ha ha!"

They ran around the house and back into the TARDIS, not stopping as they reached the console…well…the Doctor didn't. The Professor dashed off for the steps, wanting to get _out _of that dress!

"Clara Oswin Oswald!" the Doctor cheered, flicking down switches, turning knobs, "Watch us run!" he grinned, sending the TARDIS off…

~8~

"You really are remarkable you know," the Professor called as she entered the console room to see the Doctor, sans jacket, puttering around.

The Doctor looked over, smiling as he saw her wearing a light red dressing gown, the sash wrapped around her in a little bow in the front as she made her way to him. She really had hated that dress, rushed to get changed as soon as they were in as he got them into the Vortex to try and locate Clara.

"Oh?" he asked, turning to lean against the console, crossing his arms as she walked up to him and put her arms around his neck.

"Only you could save the world using a lunchbox and a worm," she murmured, giving him a peck.

He wound his arms around her waist, pulling her closer, "I bet you could save it using a kettle and some string," he smiled, recalling his words to his 5th self.

"Well," she smiled, "I always could think faster than you."

He laughed, "That you could."

She took a breath and pulled away, "I wanted to give you your Christmas gift before we went off to get Clara…"

He grinned, excited, "What is it?"

Her smile became a bit sad, she'd _had_ a gift all planned out, hoped it would work out, but the tests she'd left running…

Negative.

There went that gift, and what a gift it would have been, could have been.

She shook her head, starting to smile again, true to her word she was a _very _fast thinker, had a second gift in mind as soon as she'd gotten changed. She took a step back, trailing her hands down his arms till she took his hands, tugging him closer to place them on the ends of the sash, of the bow.

"Open your present Theta," she smirked deviously at him.

He swallowed hard, feeling his mouth go dry as he tugged on the sash and the dressing gown fell open. His eyes widened before he ran past her, pulling her along with him as he hastily made their way to the bedroom.

She laughed, she'd gotten her hands on that pair of lingerie he'd pictured her in from when they'd gone to visit Craig before Utah, in green as he preferred.

A/N: :) Oh Keta you kill me! I think I died of flirt overdose in this chapter :) I really wanted them to realize how much they actually _are_ there for each other. Like, they always knew they would be together, but losing the Ponds made them realize it really _was_ only the other person who had stayed with them. And then BOOM! Flirting!

Quick question...we're going to be getting the kitten very soon, and I have a name I've been using for him, but it was sort of a placeholder if I thought of a better one. Still a little stumped. What _would_ a _Time Lord_ name a kitten? So, I'm open to any suggestions if anyone has any in mind :)

And we also get Clara! I will say that the Clara in this chapter has a MUCH different relationship with the Doctor/Professor than the Clara we'll be seeing. There's a reason for her kissing the Doctor here that will be explained later. It'll actually be an interesting dynamic for her and the Professor because, there was a tiny hint here that the Professor feels like Clara is familiar in some way besides her voice but can't place it. Can you imagine how insane that will drive her? Lol, she and the Doctor will develop the same relationship with Clara (to be seen later) but while the Doctor is more intrigued, the Professor is suspicious because she can't figure out WHY Clara is familiar.

I can't wait till we see it developing :)

Some notes on reviews...

Oh 11 and Rose...I seriously cannot wait for THAT confrontation ^-^ I'm actually hoping 10 and Rose appear BEFORE they found the Professor just to shock 10 a little :) But 11'll definitely be VERY Oncoming Storm with Rose there. I've sort of hinted in this series/Recollections that the Professor doesn't know what Rose said to 10 in Journey's End about her or why the Doctor seems to have done such a 180 in terms of his feelings for Rose. We'll actually see her find out about it in this story :)

Lol, was that the Billie/Matt kiss in that call girl show? I think Matt played some man named Tim who shared an 'intimate' scene with BP's character? I'm not really sure, I haven't really watched it but that's all I can think of :)

I'm not sure if she'd be able to make a cure for herself. With Amy, she knew the girl had been able to have children and then something was done to her that left her unable to. It was something that could be reversed-ish. With the Professor, for all we know, she might be perfectly healthy, nothing wrong at all, but...it's just not happening :( If there's nothing wrong/nothing to cure...the nanogenes and other things probably won't work. I can say that we'll be getting an original scene in JTTCOTD about just that, their fears about why it's not happening and some fluff :)


	8. The Bells of Saint John

The Bells of Saint John

The Professor smiled as she sat before the Doctor, both of them dressed in monks' robes, a chessboard laid out before them. While she had enormous patience, she'd found that the Doctor needed something to distract himself with and…her usual methods already had the abbots thinking that he was the _farthest _thing from a monk as it was. Honestly, getting caught snogging in the confessional was just a little embarrassing…for_ him_. She'd just grinned at him, reaching out to pull the door closed once more as the abbots stared, before fleeing.

She glanced over when she heard the footsteps of two men coming closer, "They call him the Mad Monk, don't they?" a man, a young man, a monk, was asking, "And her…she's one of the soldiers of God isn't she?"

"They shouldn't," an older man, one of the abbots, answered, their voices growing louder to her, however the Doctor couldn't seem to hear, "He's definitely _not_ a monk."

"But the woman?"

"The most fearsome soldier of God I have ever seen."

She smirked beneath her hood, she certainly was a warrior for god, her 'lonely god' as everyone loved to call the Doctor.

The Doctor looked up though when the two men entered, the Professor just smiling at the chessboard, reaching out to switch one of his pieces with another as his attention was pulled away.

The abbot cleared his throat, "I'm sorry to intrude, but…the bells of Saint John are ringing."

The Doctor stood and walked over to them, throwing down the hood of his robe to stare at them, "We're going to need a horse," he said, turning back to the game, ready to make his final checkmate and actually WIN…it had only taken him round about 200…or 1,100…years to get to this point…

But he stopped short, seeing his strategy might fail, and realized…

"Did you just…you cheated!" he pouted at her, "You little Dalek!"

The Professor just stood up, pulling off her robe to reveal her new outfit, making the young monk cover his eyes at the skin she was revealing. She was wearing her usual white skirt, but her small white shoes had been replaced with white strappy sandals, her tank top replaced by a fitted halter top, one that was more like a tube top that was pulled up in the center with a band that looped around the neck. The Doctor swallowed hard, unlike the monk, and stared at her bare shoulders, the top part of her back visible till she swung on her jean jacket, a more fitted and tailored version of it, with slight Victorian aspects to it, and pulled a pair of sunglasses, ones he recognized from when they'd worked in the shop helping Craig, out of the pocket to place on her head. Very minor tweaks to her already fantastic outfit, he loved it.

She smirked silently at the Doctor's gaping reaction, ignoring the monk's, grabbing the Doctor's hand and kissing him quickly, "Time to go!" she told him, pulling him out of the room, leaving the two men staring at the portrait he'd sketched of Clara, her message 'Run you clever boy, you brilliant girl, and remember' written on the bottom of it.

~8~

"Still with the robe Doctor?" the Professor asked as she led the way through a cavern, a torch in hand, the Doctor and the younger monk behind her.

"It's 1207," he countered, shrugging.

She smirked back at him, "Should I go change into that robe as well then?"

He stopped and stared at her a moment, "No, no, you look lovely dear."

"Thank you love," she winked, continuing on, right to the TARDIS as she hid away. And there was the old blue box…the phone ringing. They exchanged a glance, whenever that happened it usually wasn't good.

"That is not supposed to happen," the Doctor muttered, walking to the small instruction panel and popping it open, answering the small ringing phone, "Hello?"

"Ah, hello!" a voice cheered, making him pull the phone away from him a moment, "I can't find the internet."

"Sorry?"

"It's gone, the internet. Can't find it anywhere. Where is it?"

"The internet?"

The Professor blinked, "The internet?"

"Yes, the internet," the girl agreed, "Why don't I have the internet?"

"It's 1207," the Professor frowned, handing the torch to the young monk that had escorted them and heading into the TARDIS to check the controls and wiring.

"It's 1207," the Doctor agreed.

"I've got half past three," the woman remarked, "Am I phoning a different time zone?"

"Yeah, you really sort of are."

"Will it show up on the bill?"

"Oh, I dread to think…" he looked over as the Professor stepped out of the box.

"Where did you get this number?" she asked, taking the phone from the Doctor.

"The woman in the shop wrote it down," the girl said and the Professor's eyes widened, hearing _Clara's_ distinct voice on the other end, "It's a help line, isn't it? She said it's the best help line out there. In the Universe, she said."

"What woman?" the Professor asked, "Who was she Clara?"

"Clara?" the Doctor gaped.

"How did you know my name?" Clara asked, confirming her suspicions.

"Caller ID," the Professor cut in, "Now what woman?"

"I don't know. The woman in the shop," the Professor shook her head and tossed the Doctor the phone, heading back into the TARDIS to track the phone lines, "So why isn't there internet? Shouldn't it sort of be there?"

"Look, listen, we're not actually…this isn't…" he sighed, rubbing his head, glancing back at the doors to the TARDIS, best keep Clara on the line as long as he could for the TARDIS to track her, "You_ have_ clicked on the wifi button, haven't you?"

"Hang on…" the woman trailed, clearly looking for the button, "Wifi!"

"Click on the wifi, you'll see a list of names. You see one you recognize..."

"It's asking me for a password."

"Is it ok if I go and see Nina?" another voice asked, distant, a young girl, "You can call her mum."

"Sure. What's the password for the internet?!"

The Doctor rolled his eyes as the conversation was muffled, "Is it an evil spirit?" the young monk asked.

"It's a woman," he smiled, "Not MY woman though…" he laughed as the monk crossed himself.

"Hang on, just a mo," Clara was back, "Run. You. Clever. Boy. You. Brilliant. Girl. And. Remember. One…"

The Doctor's eyes widened, remembering Oswin, how she had called the same through the Dalek.

"Two…"

And then Clara said the same with her dying breath.

"Three…"

"What did you say?!" the Doctor shouted.

"Don't shout. Now you've made me type it wrong. It's thrown me out again. What do I do? How do I get back in?"

"Doctor," the Professor threw the doors open, "We need to go. Now! Something's wrong!"

He quickly hung up the phone and ran after her into the TARDIS, the box disappearing before the monk's eyes.

~8~

The Doctor pounded on the door of a quaint little house, the Professor shutting the doors to the TARDIS behind her as she ran to his side, grinning as she started to ring the doorbell while he knocked, knowing they both were likely irritating the person within, but they were both too excited to see Clara alive again and keep her that way.

"Hello?" they could hear Clara call from inside, "Yes, I hear you. Yep. Uh huh…" they could see her now, through the glass of the door a moment before it opened to reveal Clara-Oswin Oswald standing there, dressed in red, looking at them, "Hello."

"Clara!" the Doctor cheered.

The Professor just shook her head, "Clara Oswald?" she had to ask.

For all the Claras running around out there this could be her twin sister or something, Jenna Oswald or whatever.

"Hello?" Clara frowned now, though answering the Professor's question.

"Clara Oswin Oswald," the Doctor smiled, so pleased they'd finally found her!

"Just Clara Oswald," she shook her head, "What was that middle one?"

"Not important," the Professor waved her off. Well, that made a set didn't it? Oswin Oswald, Clara Oswin Oswald, and now just Clara Oswald.

"Do you remember us?" the Doctor cut in, nearly bouncing in excitement, eager to find out what this girl was, what was the mystery about her, how she had existed in three separate forms so far.

"No," Clara frowned, "Should I? Who are you?"

"The Doctor," he said, before pointing at the Professor, "The Professor."

"You have no idea who we are, do you?" the Professor asked, seeing the look on Clara's face, blank, as the Doctor stepped a bit into the house to look at the mirror beside them, making sure he and the Professor hadn't regenerated without them noticing.

"No?" the Doctor pouted, "The Doctor? The Professor?"

"Doctor who?" Clara shook her head, "Professor of what?"

The Professor sighed and rubbed her head, "No, it's just the Doctor and the Professor…"

"Actually, sorry, could you just ask me that again?" the Doctor started to grin.

Clara blinked, "Could I what?"

"Could you just ask me that question again?"

"What question?"

The Professor smirked, "The first question apparently."

Clara paused a moment, thinking, "Doctor who?" she guessed.

He laughed, "Ok, just once more."

"Doctor _who_?"

"Ooh," he started to dance in place just a bit, "Yeah," before he turned and pulled the Professor to him, doing a semi-waltz on the doorstep of the house, "Ooh," he dipped her and brought her up as Clara watched the pair, amused, "Do you know," he asked the Professor, "I never realized how much I enjoy hearing that said out loud," before turning to Clara, beaming, "Thank you!"

"Ok," Clara nodded, shutting the door on them.

The Professor laughed, "Can't say you weren't expecting that dear."

"Hey," he turned to it and started rapping on it again, "No, Clara, please. Clara, we need to talk to you. Listen. Please."

The Professor sighed, "Clara, please we just need to_ speak_ to you."

There was a buzz beside them and Clara's face appeared on the intercom, "Why are you still here? Why are you here at all?"

"Oi," the Doctor pointed at her, "_You _phoned _us_. You were looking for the internet."

"That was you?" she raised an eyebrow at that.

"Of course it was us!"

"How did you get here so fast?"

"We just happened to be in the neighborhood," the Professor smiled.

"On my mobile phone," the Doctor gestured back at the TARDIS behind them.

"OUR mobile phone," the Professor nudged him.

He beamed, wrapping an arm around her waist, "Yes, that's right, OUR phone."

"When you say mobile phone, why do you point at that blue box?" Clara cut in.

"Because it's a surprisingly accurate description."

"Ok, we're finished now," Clara called, cutting off the connection.

"Oi, no, don't!" the Doctor sighed.

The Professor laughed, taking his hand, "Come on Doctor, I think it may be your outfit putting her off."

He looked down at his monk's attire and glanced at the house, then her, dressed in her new-typical outfit, and back at his clothes.

She smiled, leaning in, "I rather miss seeing the bow tie," she whispered, giving him a peck.

He grinned widely and ran for the TARDIS, pulling her along by the hand as they dashed in. He quickly moved for the steps that led below the console, pulling off his hood, "Right," and then his cloak, "Don't be a monk," and then his robe, "Monks are _not_ cool."

He continued down, having let go of the Professor's hand to pull his garments off, in just his trousers and shirt, before he reached a small set of panels below the console on the floor and opened one. He knelt down and reached in, pulling various shirts and clothes out, tossing them behind him. He grinned, finding a fez and put that on, tossing out some more clothes, before knocking the fez off and up into the air behind him, where the Professor caught it, watching as he held up a longish purple jacket and his old tweed coat, looking between them before grinning and letting go of the tweed in favor of the purple, he'd rather come to love that color given how the Professor's dresses in Victorian London had been purple.

"You know you have nothing to worry about Theta," the Professor called, "You, my love, are certainly NOT a monk and I can prove it."

He looked at her, "And how, my dear, do you plan to do that?"

She smirked and walked over to him, fingering the top of his shirt, by his neck, "Do you have any sort of emotional attachment to this shirt?"

He frowned, confused as to what that had to do with his question, "No?"

She grinned slyly, "Good," she fisted his shirt and pulled him to her, kissing him deeply as he started to grin and pull her closer...

There was a tearing noise as the Professor literally ripped the shirt in half to get it off him before it was tossed behind her, the Doctor's laughter muffled when she returned to kissing him...

~8~

The Professor smiled as she helped the Doctor into his new coat, the man's hair all mussed till she combed her fingers through it, straightening it again. The Doctor buttoned up his white shirt before feeling his neck for his bow tie. He snapped his fingers and moved back to the panels, pulling out a small wooden box. He opened it, smiling as he saw his bow tie inside.

The Professor smiled as she watched him put on the bow tie and secure it, tweaking it just a bit, "There it is," she laughed, walking over to him as he put his arms around, before laughing, "What?"

He just reached out and tugged on her shirt. She looked down to see it had been put on backwards and grinned, not at all embarrassed, "Well that's what I get when YOU distract me don't I?"

"Oh yes," he nodded, waiting, swallowing hard as she, instead of twisting the shirt around her, pulled it off, giving him a peek of her Christmas present, and pulled it on again the right way, before he took her hand and tugged her back up the stairs, scooping up her jacket that he'd thrown to the side and handing it to her. She swung it on as they stepped out of the TARDIS, shutting the doors and running to Clara's house, "Ah ha!" he cheered, reaching the intercom and buzzing it, "Clara! Clara?"

"Hello?" Clara called and the Professor frowned, hearing something in Clara's tone that made her stiffen.

The Doctor though, didn't seem to notice as he turned in a circle showing off his new outfit, "Ah, see? Look, it's me. De-monked. Sensible clothes. Can we come in now?"

"I don't understand…"

"You just open the door…"

"No, Doctor," the Professor put a hand on his arm, "Something's wrong…"

"I don't know…" Clara panted, sounding scared.

"Something happened to Clara!"

"Where I am," Clara finished, sounding as though she were about to cry, "I don't know where I am. Where am I? Please tell me where I am. I don't know where I am!"

The Doctor moved to sonic the intercom, to disable the security while the Professor moved to the front door and just kicked it down, the Doctor staring wide eyed, he really loved it when she did that, before he shook himself from his thoughts and ran in after her, seeing she had pulled her blaster as well.

He stopped short when he saw her aiming it at a young girl standing on the stairs, Clara lying on the floor, unconscious, unmoving, not even seeming like she was breathing.

'_Kata…_' he called, eyeing the little girl.

'_Android,_' she answered, '_She's expressionless, hasn't blinked, stiff…and I hear a mechanical whirring coming from her._'

He nodded, he should have known she hadn't pulled her blaster on a little girl, she'd stopped Amy from shooting the one in the spacesuit, who they later found was River, after all.

"I don't know where I am!" Clara continued to call, "I don't know where I am!"

The Doctor moved to Clara's side, sonicing her, "Clara? Clara?"

"I don't know where I am. I don't know where I am. I don't understand. I don't know where I am! I don't understand. I don't know where I am."

"Doctor, the robot," the Professor called.

He stood, moving to her side as the little girl's head began to turn, all the way around, to face the back, revealing the back of it was like a dish, Clara's face visible in it.

"Where am I?" Clara cried, "I don't know where I am!"

The Doctor's jaw tensed and he lifted the sonic, flashing the robot till it flickered and became nothing more than what it was, a robot.

"A walking base station," the Professor eyed it, lowering her blaster to put it away, it wasn't hostile at the moment and the Doctor had disabled its connection to its host for now.

"Walking wifi base station," the Doctor muttered.

"Hoovering up data."

"Hoovering up people."

"Clara!" the Professor realized, rushing up stairs.

She'd heard the girl coming _down_ the stairs earlier, so whatever she'd been doing had been upstairs to start. The robot had had to walk down the stairs to get to Clara so its base had to be up there as well. It only took her a moment to spot the laptop sitting open on Clara's desk. She ran over to it, glancing at the symbols below the 'Maitland Family' wifi button and her eyes narrowed.

"Oh no, you don't," she hissed, grabbing the laptop and rushing down the stairs to where the Doctor was checking on Clara.

She plopped down on the steps beside the robot and opened the computer, starting to type rapidly, "Not going to happen," she muttered, hacking into the signal the robot was using, watching as an 'upload' page came up, seemingly as though someone were still in the process of pulling Clara's consciousness out of her.

"Let's see who's the faster draw," she muttered, cracking her neck and fingers and getting to work.

The Doctor smiled, watching her as he moved to sit beside the wall, patting Clara's head, his hearts slowing, nothing and no one could beat the Professor, "Not this time Clara, we promise," he told her, reaching out to take the girl's hand as he intently watched the Professor go.

The Professor's fingers flew across the board as she took in the steady stream of gibberish flashing across the screen, she smirked, "Really? Like THAT will stop me?" she shook her head and typed all the faster, putting in code after code after code…

Until a light shot out of the robot's head and landed on Clara's face, downloading her back into her body.

The girl gasped, rolling onto her back as she returned to life.

"Ok," the Doctor quickly knelt beside her, checking on her as the Professor closed the laptop, "It's ok, it's ok. You're fine. You're back. Yes, you are. Oh yes, you are," he grinned at the Professor, "You are brilliant!"

"I think that deserves a kiss," she remarked.

"It certainly does," he nodded, leaning over to kiss her deeply.

"Now," she smirked as she pulled away, patting him on the chest, "I think we ought to send them a warning, don't you?" she held the laptop out to him.

"Oh yes," he grinned, taking it and cracking his fingers as he sent a single message.

'Under our protection – The Doctor & Professor'

~8~

The Doctor stood, leaning in the doorway of Clara's room, absently flipping through a book '101 Places to See,' holding a leaf that had been pressed into the first page, as he watched the Professor ambling through the room, straightening things as she went. She had tucked Clara into bed, setting a glass of water beside her on a small table, before adding another vase of flowers, putting some Jammie Dodgers on the plate, taking one to munch on as she went. She looked up though when she saw him staring at her with a soft smile.

"What?" she asked.

"You are _such_ a mother," he remarked, pushing off the door to go to her side, closing the book with the leaf back inside it, setting it down as he wrapped his arms around her waist, holding her to him, "You'll be a wonderful one one day too."

She smiled softly at that, giving him a loving kiss for his remark, "Come on," she whispered as she pulled away, "We should let the children sleep."

He nodded, taking her hand as they left the room in silence, heading outside.

~8~

The Professor sat before the laptop Clara had been using, the Doctor sonicing the partially disassembled robot, the two of them outside the house, in front of the TARDIS, both researching what was happening on Earth, when they heard a window crack open and a voice call, "Hello?"

They looked over to see Clara had popped her head out of the window at the top of the house, "Hello!" the Doctor cheered as he stood up, the Professor still sitting, focused on the computer, "Are you alright?"

"I'm in bed," Clara stated.

The Doctor laughed, "Yes."

"Don't remember going."

"No."

"What did I miss?"

"Oh, quite a lot, actually," he pulled out a small notepad and began to go through it.

"Angie called," the Professor began, not needing a notepad to remember.

"Yes," the Doctor nodded, "She's going to stay over at Nina's."

"Apparently that's all completely fine and you shouldn't worry like you always do."

"For God's sake get off her back."

"Also, your dad phoned…"

"Mainly about the government though."

"Yes, he seemed very cross with them, didn't he?" the Professor asked him.

He nodded, "I've got several pages on that."

The Professor shrugged, "We said we'd look into it."

"I fixed that rattling noise in the washing machine…"

The Professor laughed, "I'm sorry, WHO fixed the noise?"

He grumbled, "Fine, fine, you did," but he smiled and kissed the top of her head as he walked back to her, "But _I_ indexed the kitchen cupboards."

"And I optimized photosynthesis in the main flower bed."

"And we both assembled a quadricycle."

The Professor shook her head, "It was only the both of us because you were about to turn it sentient like a Transformer. Could you imagine what would happen if you lost it…like the first one?"

"That only happened once!" he pouted.

Clara blinked as she stared down at them, "Do you two always do that?"

"Yes," the Doctor called up to her.

"It's rather a bit creepy actually."

"So we've been told," the Professor nodded.

And then everything they'd actually said hit her, "Wait…you assembled a what?"

"We found a disassembled quadricycle in the garage," the Doctor replied.

"I don't think you did."

He blinked, thinking on that a moment, "We invented the quadricycle. Ha!"

"Only you," the Professor shook her head, patting his shoulder, "We should add it to the list."

"Oi!" he turned to her, pulling her into his arms suddenly, making her squeal, "YOU helped, it's going on your list too."

"Oh but mine is so much smaller than yours," she smiled as he started swaying her, the two of them dancing in the street with no music around to hear.

"Compared to your Christmas list."

Clara was silent a moment, watching them laughing and being happy, smiling at them but unable to shake her own sense of worry, "What happened to me?"

The Doctor dipped the Professor and looked up at Clara, "Don't you remember?" the Professor asked as the Doctor pulled her back up.

"I was scared, _really_ scared. Didn't know where I was."

"Do you know now?" the Doctor eyed her, winding his arm around the Professor's waist.

"Yes."

"Well then, you should go to sleep. Because you're safe now, we promise," he crossed his hearts.

The Professor nodded, "Goodnight, Clara."

Clara started to head in but stopped, opening the window once more to see they'd sat down again, "Are you guarding me?"

"Think of it more as protective detail," the Professor remarked.

Clara frowned at how militaristic that sounded, "Are you seriously going to sit down there all night?"

"Yeah, we promise, we won't budge from this spot," the Doctor told her.

"Well then," Clara smiled, "I'll have to come to you!"

"Eh?" the Doctor frowned but Clara had already disappeared back inside the house.

The Professor just shook her head, "I think she's coming down," she told him as he nodded.

And then, a few minutes later, Clara stepped outside with a cup of tea and a chair, "We like your house," the Doctor told her as she set up the chair and moved to sit on it backwards to face them over its back.

"It isn't mine," she told them, "I'm a friend of the family."

"But you look after the kids. Oh yes, you're a governess, aren't you? Just like…" he was suddenly cut off by the Professor putting a hand on his mouth.

"Just like what?" Clara frowned, eyeing them for the action.

"Just like we thought you'd probably be," the Professor covered, pulling her hand away.

"Are either of you going to explain what happened to me?"

"There's something in the wifi," the Professor sighed, turning the laptop around to show Clara the codes she had flashing across the screen.

"Ok…"

"This whole world is swimming in wifi," the Doctor added, "We're living in a wifi soup."

"Now suppose something got inside it," the Professor continued, turning the laptop back around, "Suppose there was something living in the wifi."

"Harvesting human minds."

The Professor's nose scrunched at that, "I think extracting them is a better word."

The Doctor laughed and kissed her nose before turning to Clara, "Imagine that. Human souls trapped like flies in the world-wide web."

"Stuck forever, crying out for help."

Clara shook her head, "Ok, you two _really _need to stop doing that."

They looked at each other and smiled, "Sorry," they said at the same time.

"That's even worse!" Clara laughed before shaking her head, "So…stuck forever, crying out, isn't that basically Twitter?"

The Professor stiffened, clicking on the wifi list, seeing a mess of symbols pop up, '_What is it?_' the Doctor asked her, seeing her mood change.

'_This list…it's not just wifi…_'

'_What is it?_' he frowned, leaning over to see.

'_It's patches as well,_' she pointed to one, '_Computer patches. Skill patches. Clara's been given one._'

His eyes widened as he nodded.

Clara though, frowned, seeing their silent exchange, "What's that face for?"

"A computer can hack another computer," the Professor began when Clara, without looking, reached out and put a hand over the Doctor's mouth to keep him from continuing the explanation, making the Professor laugh as he pouted, "A living, sentient computer, maybe that could hack people. Edit them. Rewrite them."

"Why would you say that?"

"Because," the Doctor pulled her hand away, "A few hours ago you knew nothing about the internet, and you just made a joke about _Twitter_."

Clara paused, thinking on that when she realized…they were right! She…she actually _knew_ about the internet now!

"Oh," she breathed, "Oh, that's weird. I know all about computers now in my head. Where did all that come from?"

"You were uploaded for a while," the Doctor said, when he paused, seeing the Professor slowly get up and look around and he knew it, it was her instinct, sharpened from the war, there was danger there, "Wherever you were, you brought something extra back…"

"Which I very much doubt you're going to be allowed to keep," the Professor said, stopping as she caught sight of a man standing across the street, under a light…which flickered. She could see it, even from there, he was standing too stiffly, his expression emotionless, just like the little girl had been, he wasn't breathing…another robot.

"You, Clara," the Doctor called as he stepped to the Professor's side, "Inside that box, now."

"I'm sorry?" she gave him a look at his commanding tone.

"Look, just get inside," he turned to her, needing her to get in where it was safe.

"The three of us?"

"Oh, trust me. You'll understand once we're in there."

"I bet I will," she scoffed.

He paused and turned around, "Clara please!" before he ran around, grabbing the laptop as the Professor tensed, keeping an eye on the man.

"What is that box, anyway? Why have you got a box? Is it like a snogging booth?"

"Some days," the Professor had to call, starting to smile, she rather liked this version of Clara as well.

"Clara," the Doctor began to try and usher her in, when their words caught up to him, "A what?"

"Is that what you do, you bring a booth?" Clara teased, "There _is _such a thing as too keen."

The Doctor scoffed, "Have you MET the Professor? If I'm too keen it's to keep up with her. Seriously, I think my lips might fall off one day and…"

"Not really the time," the Professor cut in, growing serious, "Look around you. Use your eyes, notice everything…"

"What's going on?" Clara breathed, seeing all the lights in the houses now coming on, "What's happening? Is the wifi switching on the lights?"

"No," the Professor shook her head, "The _people_ are switching on the lights."

"The _wifi_ is switching on the people," the Doctor nodded.

Clara gasped as the man across the street began to turn his head, all the way around, to reveal a dish in the back of it, just like the little girl, "What_ is _that thing?"

"A walking base station," the Professor stated, slowly reaching to grab her blaster, "You saw one earlier."

"I saw a little girl."

"It must have taken an image from your subconscious, thrown it back at you," she shrugged.

"Ah!" the Doctor cried, "Active camouflage. Oh that's brilliant! Been a while since we came across that eh?" he smiled at the Professor.

She smiled as well, but kept backing up, "Which means, dear, that they could be everywhere."

"Ah, right…" he nodded, wincing.

"Doctor?" Clara called, "Professor?" they glanced back to see that the lights behind the houses, all into the town, were going out in huge chunks, "What's going on? Our lights are on and everyone else's off. Why?"

The Professor looked up, hearing a soft droning in the air, quite a distance away. The Doctor realized what she had as he looked up to see a black spot in the night's sky getting bigger, "Some planes have wifi," he breathed.

"I'm sorry?"

"We must be one hell of a target right now," the Professor said, before beaming, "I _love_ it!" she grabbed the Doctor's hand as the plane that had been flying over the town headed right for them.

"Let's go Clara!" the Doctor grabbed her hand as they ran into the TARDIS, "Yes, it's a spaceship."

"Yes, it's bigger on the inside," the Professor added as they ran to the controls, Clara looking around in awe, "Now, we don't have time to talk about it…"

"But," Clara stuttered, "But…but…but it's…"

"Shut up, please!" the Doctor called, "Short hops are difficult."

The Professor scoffed, "Only if you didn't pass your exams," she remarked, sing-song-like.

"Bring that up again!" he grumbled.

"Bigger on the inside," Clara finally managed, "Actually bigger."

"Got it!" the Professor shouted, pulling a lever and setting them down.

"Right," the Doctor nodded as they ran for the doors, "Come on."

"We're going to go back out there?" Clara cried, following them.

"We've moved," the Professor told her.

The Doctor grinned, excited, "It's a spaceship. We flew away."

"Away from the plane?" Clara let out a relieved breath.

The Professor smirked, "Not exactly," and threw open the doors as they found themselves INSIDE the plane as it was crashing, the Doctor ahead of her, struggling to make it to the cockpit amidst the turbulence.

"How did we get here?" Clara gasped, falling back against a cupboard.

"It's a ship," the Doctor shouted over the noise, "We told you. It's all very sciency."

"Hate you!" the Professor called to him, it had been HIS plan to land inside the plane, she was ready to hack in from the TARDIS and fly it from there.

"No you don't," he laughed, stumbling down the aisle.

"This is the plane?" Clara gasped, "The actual plane?" she looked around, seeing people in their chairs, unconscious, "Are they all dead?"

"Asleep," the Professor let her hand trail against the neck of one as she passed, "Switched off by the wifi."

"Never mind them," the Doctor added, sonicing a door open at the end of the aisle and entering the cockpit, rushing to the controls.

"What is going on?" Clara asked, frantic, "Is this real? Please, tell me what is happening!"

"I'm the Doctor. She's the Professor. We're aliens from outer space. We're a thousand years old, though Proffy doesn't look a day over 100. We've got two hearts and I can't fly a plane! Can you?"

"No!"

"Oh move over," the Professor nudged him away from the controls and clicked quite a few of them, before grabbing the steering component, pulling back as much as she could, getting the nose of the plane up just enough to barely make it over the rooftops of the houses and back into the air. She grinned, turning to the stunned Doctor and snagged the sonic from his pocket, flashing it around to turn off the wifi and keep it off, "There we go," she tossed it in her hands and stuck it back in his pocket, patting it…only to see them both staring at her with identical expressions, it was…slightly amusing, they looked a bit alike, "What?"

"You know how to fly a plane?" he asked her.

"2,700 forms of transport Doctor," she patted his cheek as well, "They made us learn how to maneuver a _hot air balloon_ and you don't think I know how to fly a plane?" she laughed, about to leave before pausing, "Proffy?"

He just offered her a smile and she shook her head, walking, no skipping was more like it, back down the aisle of people waking up and into the TARDIS.

"Too showy offy, her," the Doctor said, smiling as he watched her go, he really did_ love_ watching her go, "At least she didn't add a victory roll this time."

"What the hell's going on?" one of the pilots asked, starting to wake up.

"Well, my lovely wife, blocked your wifi so you're waking up, for a start. Tell you what, do you want to drive?" he patted the man's shoulder and headed off, whistling as he moved down the aisle towards the TARDIS as well.

"You're _married_?!" Clara called, running after him, making him laugh.

Every time, they_ always_ had to ask that.

~8~

"Ok," Clara took a breath as she finished her tea, watching as the Time Lords piloted the box that was really a spaceship, "When are you going to explain to me what the hell is going on?"

"Breakfast," the Doctor smiled.

"What? I ain't waiting till breakfast."

"It's a time machine Clara," the Professor reminded her.

The Doctor took the Professor's hand and tugged her to the doors, "You never have to wait for breakfast," he threw them open, lifting their hands as they mock-bowed to a round of applause from people standing around, in the morning, staring at the box, the TARDIS set down on the South Bank, "Thank you, thank you. Yes, magic blue box," he pulled a fez out of his pocket and held it out, "All donations gratefully accepted. Roll up, roll up, give us your dosh. Pennies, pounds, anything you've got," he handed it to Clara as she followed them out before heading back to the TARDIS.

"Keep collecting," the Professor told her, "We need enough for breakfast."

"What don't you have any cash?" Clara asked her, turning around even as people kept putting money into the fez.

The Professor just winked, "Not a penny."

"Just popping back to the garage," the Doctor added as they moved back into the TARDIS.

"Garage?" Clara called.

They just closed the doors behind them, the Professor grabbing Clara's laptop as the Doctor led the way down to beneath the console, to as second staircase that would lead into the TARDIS corridors. She shook her head as he moved down the left hall, "This way Doctor," she called and he turned, following her instead down the right.

~8~

"So this is tomorrow, then," Clara looked around as more and more people offered her money, "Tomorrow's come early."

She spun around at the noise of a motorbike to see the Doctor coming out of the box on a blue motorbike, the Professor behind him on her own red one, the people cheering at how the two bikes had fit into the tiny telephone box, the Professor closing the doors behind her as they made it out.

"No, it came at the usual time," she called, moving over to Clara and handing her a black helmet, "We just took a short cut."

"Thank you, thank you," the Doctor smiled at the crowd, "Tomorrow, a camel!" he took the fez and poured the coins into his pocket before putting it on a young boy beside them as Clara hopped on the back of his bike, a Japanese tourist snapped a photo with the TARDIS in the background.

And off they went, the Professor and Doctor keeping perfectly in line with one another, riding beside each other a safe distance away down the streets of London.

"If you've got a flying time machine, why are we on a motorbike?" Clara called over the hum of the engines.

"We don't take the TARDIS into battle," the Doctor replied.

"Because it's made of wood?" she guessed.

"Because it's the most powerful ship in the Universe and we don't want it falling into the wrong hands."

"It's a basic rule of warfare," the Professor explained, "Do not engage the optimum weapon unless absolutely necessary."

Clara frowned, feeling the Doctor wince as she had her arms around him, hanging on.

The Professor though, didn't notice as she glanced to the side, catching a flash of light as they passed St. Paul's Cathedral, seeing someone taking a picture just as they passed. Well, given the wifi, they could easily be followed.

~8~

"So," Clara began as she sipped the last of her breakfast shake, her sandwich finished in front of her as the Doctor and Professor sat across from her, the laptop open before them, well open before the Professor. She was sitting there, typing on the computer, focused on it, while the Doctor sat beside her, focused more on her. He was sitting there, gazing at her, his hand absently running through her hair, bringing a smile to the woman's face as she worked.

She couldn't believe she hadn't realized they were married earlier, given the way they acted now. It was clear as day to anyone that they were involved. Even if she hadn't heard the Doctor call her his wife, she should have known the Professor was important to him, they both looked at each other with such a softness in their eyes, a devotion, a love, it made her sigh happily for them. Her grandparents were much the same, they'd gotten married young and had hit their 75th wedding anniversary only a few short years ago. She could see that age old look in the Doctor and Professor's eyes, they really _were_ as old as they said they were, but their eyes…they were just like her grandparents, so old, but so full of love for the other.

"If we can travel anywhere in time and space, why did we travel to the morning?" she asked, shaking herself out of her thoughts, "What's the point in that?"

"Whoever's after us spent the whole night looking for us," the Professor shrugged, typing away, before she glanced up at her, "Are you tired?"

"Yes."

"What?" the Doctor frowned.

The Professor just smirked, "Then imagine how they feel."

"They came the long way round," he agreed, glancing at the computer, "They've got to be close," he remarked to the Professor.

"Definitely London," she nodded, "Going by the signal distribution."

He looked at Clara to see her staring at them, confused, "We hacked the lowest level of their operating system, the Professor just has to establish a physical location and..."

"I can't," the Professor cut in, "The security's too good."

The Doctor gaped at her, '_Really?_'

'_No,_' she smiled, '_That computer patch they gave Clara, I want to see how good it is. I've already gotten in, 3 minutes 20, but I erased all traces of the hack. I want to see what she's learned. Remember how good Oswin was?_'

He nodded, it was a test for Clara, the Oswin they'd met had been a genius with computers, the Clara with children, it seemed this one was both and she wanted to see how much.

"Are you aliens?" Clara eyed them.

The Professor nodded, "We are, yes."

"Ok with that?" the Doctor asked.

"Oh, yeah," Clara blinked and nodded, "Think I'm fine."

"Oh, good."

"So, what happens if you _do_ find them? What happens then?"

"We don't know," the Doctor sighed, "We can't tell the future, we'll just work there."

Clara stared at him, "You don't have a plan?"

The Professor snorted, "_Him_?"

"Oh, you know what I always say about plans," the Doctor waved her off.

"What?" Clara asked.

"I don't have one."

"People always have plans," Clara shrugged, taking another sip of her drink.

"Yes," he trailed off, thinking of how Clara the Governess had worked out their plan with the umbrella, "Yes, I suppose they do."

"And if they don't, some of us," the Professor smirked, "Can come up with quite a few like that," she snapped her fingers.

"Oh rub it in why don't you," the Doctor mock-moaned before looking at Clara, "So tell us, how long have you been looking after those kids?"

"About a year, since their mum died," she answered.

"Ok. Why you? Family friend, I get that, but there must have been others. Why did it have to be you? I mean you don't really seem like a nanny."

Clara didn't answer, just grabbing for the laptop, "Gimme."

"Sorry," the Doctor pulled it back, "What?"

"You need to know where they physically are?" she tugged it again, starting a tugging war, "Their exact location."

"Yes."

"I can do it."

"Oi, hang on. I need that."

"You've hacked the lower operating system, yeah? I'll have their physical location in under five minutes. Pop off and get us a coffee."

"If the Professor can't find them, you definitely can't," the Doctor smirked, playing along with the Professor's ruse.

"They uploaded me, remember? I've got computing stuff in my head."

"So does she."

"I have insane hacking skills."

"She's from space and the future with two hearts and 27 brains!"

"And I can find them in under five minutes plus photographs," she blinked, "27?"

"Not as much an exaggeration as you would think," he smiled, "It's scary how fast she thinks, she's gotta have at least 20, right dear?" he looked over, only to see the Professor wasn't there, "Where did she…"

"Went to get us coffee," Clara smirked, having seen the woman sneak away, "Go help her," she added, seeing his desire to be with the woman, "Five minutes, I promise."

"The security is absolute," he told her, getting up to go.

"It's never about the security, it's about the people," she countered, starting to tap quickly till she saw him still standing there, staring at her, "Why do you keep looking at me like that?"

"Sorry, no, it's nothing. It's just…you're a nanny. Isn't that a bit, well, Victorian?"

"Victorian?" she laughed.

"You're young. Shouldn't you be doing, you know," he started dancing in place, "Young things, with…with…with…with…with young people?"

"What, you mean like you, for instance? Down boy, you've got a wife!"

"No," he gaped, stuttering, "No. I didn't…" before seeing her smirking, "Shut up," and turning to head inside after the Professor.

"Three more cappuccinos over there, please," the Doctor saw the Professor asking the man behind the counter as she stood examining the sweets and desserts lining the counter of the small café.

"One moment ma'am," the man nodded, smiling kindly at her as he went about preparing her order.

"You my dear," he whispered in her ear, wrapping his arms around her, "Seem to love giving me hearts attacks."

She smiled, turning her head to nuzzle the side of his, "Not hearts attacks, no," she kissed his cheek, "Just riling you up for the hunt."

He laughed, starting to sway her a bit, "And what am I hunting?"

"Hmm…" she hummed, her eyes falling closed, "Better be me."

"Sweet," the man behind the counter said as she stiffened, hearing something different in his voice, "But you realize you haven't the slightest chance of saving your little friend."

The Doctor frowned, looking at the man, "I'm sorry, what?"

The man's image seemed to flicker for a moment, like a light had jumped out of him as he smiled kindly once more, "I said one moment, sir."

The Professor eyed him closely, the Doctor moving to ask her something when she, without looking, pressed a finger to his lips, waiting.

The man stiffened once more, the same flicker of light hitting him, as he looked at them, "I said, there is not the slightest chance you can save your little friend. And don't annoy the old man. He isn't, in fact, speaking."

The light flickered again and he went about his business, but a voice spoke behind them, "_I'm_ speaking," they turned to see a young, black waitress holding a tray, "Just using whatever's to hand," the Doctor stepped forward, moving around the waitress, looking at her, trying to determine if it was a robot or a person without pulling his sonic and alarming the other customers, "She's rather pretty, isn't she? Do you like her? I could make her like you, too, if you want."

The flicker happened and the waitress looked at him, shuffling away from his close proximity, "You alright, sir?"

"Er, yes," he nodded, moving back to the Professor's side and taking her hand, "Yes. Fine…"

"Go check on Clara," the Professor whispered to him, worried for the girl herself, Clara was…so young. That book '101 Places to See,' her age was listed in there 26, just 26, young, just like Mia and Scooti, _so _young compared to them and…given that she had died twice already…she _didn't _want it to happen a third dime, "I'll keep an eye out here."

He nodded, rushing back out onto the terrace, "You ok?" he asked Clara, who was working away intently.

"Sure," she muttered, distractedly, "Setting up stuff. Need a username."

"Learning fast."

"Clara Oswald for the win," she gasped, coming up with a user name, "Os-win!"

The Doctor stiffened, recalling how Oswin, Clara the Dalek, had told them to call her Oswin as it was her name…

~8~

"Still here?" a man in a suit remarked as he walked over to the Professor as she stood, tense, ready for anything, "That's rather brave of you, given that, at any moment, I could have an army ready."

The flicker struck and everyone looked right at her before continuing what they were doing, showing her how many they could control at a time.

"I'd like to see you try," she smirked at the man, knowing whoever was controlling them was listening, "Because believe me, armies HAVE been raised to take me down and they've failed. _Miserably_."

The man stiffened and turned, walking away, flickering, when the waitress walked back up to her, "Now I want you to take a look around. Go on," she glanced over, seeing the Doctor return, "Have a little stroll with your beau. And see how impossible your situation is."

The Doctor smirked, "Oh we like impossible, don't we dear?" he took the Professor's hand, stepping back to her side.

"Love it," she corrected.

"Go on, take a look," the waitress continued, "I do_ love_ showing off," before she blinked, flickering, and turning to clear a table.

A little girl, though, stood up, "Just let me show you what control of the wifi can do for you. Stop!" she shouted and everyone froze.

"We saw what you can do last night," the Doctor reminded them.

"Pitiful really," the Professor mocked, "Is that ALL you can do?"

The girl's eyes narrowed, "And clear," before she turned to leave the shop, everyone else that was controlled doing the same, leaving them alone, only a TV on with a news reporter there.

"We can hack anyone in the wifi once they've been exposed long enough," the woman on the telly remarked, as they slowly made their way over to it.

"So there's one of your walking base stations here," the Professor reasoned, "Somewhere close."

"There's _always_ someone close. We've released thousands into the world. They home in on the wifi, like rats sniffing cheese."

"I don't know who you are or why you're doing this," the Doctor began, "But the people of this world will not be harmed, not while we're alive."

"And they will not controlled," the Professor added, having experienced that herself, she refused to let others feel the same, "They_ will_ _not_ be."

"The people of this world are in no danger whatsoever," the woman sighed, "My client requires a steady diet of living human minds. Healthy, free-range, human minds. He loves and cares for humanity. In fact, he can't get enough of it."

"It's obscene," the Doctor glared.

"It's _murder_," the Professor corrected.

"It's life," the woman smirked, "The farmer tends his flock like a loving parent. The abattoir is not a contradiction. No one loves cattle more than Burger King."

"This ends," the Professor stepped forward, "We're going to end this today."

"How?" she laughed, "You don't even know where we are."

"Really?" she scoffed, "We were sitting out there for quite a while, you don't think I didn't hack into your systems then?"

She had, she'd done it as promised, quite quickly, and erased her work to let Clara take a whack at it.

"Who's doing this?" the Doctor cut in, "Who is your client? Hmm? Answer me."

The woman just waved as the TV clicked off.

"Come on," the Professor murmured, taking his hand, they had to get Clara and stop the wifi.

"Clara?" the Doctor called as they entered the terrace…only to see her slumped over the table, the laptop before her, a robot of the Doctor standing there, its head towards them but body towards Clara, "Clara!" he ran to her side.

"Doctor?" Clara's voice called from the robot, her face reflected in the dish of the 'Doctor's' head, "Professor, help me. I…I don't know where I am. I don't understand. Doctor, help me, please. I don't know where I am. I don't know where I am! I don't know where I am. Professor, please. Please help me. Please help me. I don't know where I am. I don't know where I am!"

"This has gone on LONG enough," the Professor glared at the robot.

"I agree," the Doctor stood, pulling out his sonic as the Professor grabbed the laptop.

"Doctor, help me. I don't know where I am. Professor!"

~8~

The Doctor raced through London on the motorbike, speeding across Westminster Bridge, smirking as he saw flashes going off, knowing they were watching him getting closer to their precious Shard, the location of their base, till he came to a stop, staring up at the rather tall building.

"Really, Doctor," a portly man with a beard and chips in hand began, flickering, "A motorbike? Hardly seems like you."

"I rode this in the anti-grav Olympics, 2074," he smirked, "I came last. The Professor though, she won. But I think she cheated, she was wearing a skirt…"

"The building is in lock-down," the man cut in, "I'm afraid you're not coming in."

He smirked, "Did you even _hear_ the word _anti-grav_?" he slammed a big red button down on the fuel tank and rode off…right up the side of the glass building, the Shard, that the Professor had hacked before and discovered the location of the conspiracy.

He pulled out his sonic, aiming it…shattering the glass into one of the top offices, landing right inside. He smirked, dropping the bike and moving to the desk to lie back in the chair, his feet up, waiting. An entrance like that ought to have people running right…about…

The door opened.

Now.

"Do come in," an older woman with short hair remarked.

"Download her," the Doctor said.

"Sorry about the draft," she looked at the window.

"Download her back into her body, right now."

"I can't."

"Yes, you can."

"She's a fully integrated part of the data cloud, now. She can't be separated."

"Then download the entire cloud. Everyone you've trapped in there."

"You realize what would happen?"

"Yes, those still with bodies to go home to would be free."

"A tiny number. Most would simply die."

"They'd be released from a living hell," he stood, "It's the best you can do for them, so give the order."

"And why would I do that?"

He smirked darkly, "Because my beautiful, brilliant, Bonded has come up with the _perfect_ way for me to motivate you. Any second now."

"You ridiculous man," she shook her head as he stepped past her, her turning to watch him, "Why did you even come here? Whatever for?"

"I didn't," he turned to her, pulling off his helmet.

She blinked, "What?"

"I'm still in the café."

~8~

The Professor smirked as she sat beside the Doctor, his arm around her shoulders, as they watched everything playing out on the webcam, seeing what the robot saw, "I'm finishing my coffee, the Professor's gotten me a plate of Jammie Dodgers too," he took a sip of his tea, "Lovely spot."

"What are you talking about?" the woman asked on the monitor.

"You hack people," the Professor said, knowing that the robot would still sound like the Doctor, "But me? I'm old-fashioned. I hack technology."

The Doctor reached out and hit a button, "Here's your motivation."

~8~

The robot's head twitched, stiffening, turning his head all the way around as the woman began to cower back, "No, not me! Not me!"

~8~

The Doctor and Professor watched as a bright light struck the woman, flashing out from the building in the distance, signaling the success of their work.

"Now," the Doctor reached out and took the laptop, "Just one more thing to do…" he typed a bit, watching as the robot picked up the woman's tablet, setting one of the worker's levels of obedience up, knowing the woman must be shouting at them to download her right about then.

The Professor smiled as Clara breathed deep across from them, before getting up and kneeling beside her, reaching out to touch her arm lightly, scanning her, "She'll be just fine," she nodded, standing as she lightly brushed Clara's hair behind her ear, stroking her hair once more in comfort.

The Doctor stood and held out a hand, the Professor taking it as they left, moments before Clara woke up…

~8~

…it was only to take the quick way.

They knew Clara would need time to recover and they needed to get things prepared, make sure that the wifi was firewalled, contact UNIT, a mess of boring things really. So they parked the TARDIS outside the Maitland home, looking up when, only moments later, there was a knock on the door.

"Well she's polite at least," the Professor laughed.

"Come in!" the Doctor shouted.

Clara smiled as she walked through the door to see them sitting on some steps in the back of the console room, side-by-side, the Doctor with round reading glasses on, reading a book in the Professor's hand, "So, they come back, do they?"

"Most people wish we wouldn't though," the Professor laughed.

"Because you didn't answer my question," the Doctor added.

"What question?" Clara frowned.

"You don't seem like a nanny."

She sighed, "I was going to travel. I came to stay for a week before I left and, during that week…"

"She died," the Professor nodded, guessing, "So you're returning the favor."

"But 101 places to see, and you haven't been to any of them, have you?" the Doctor asked, "That's why you keep the book."

"I keep the book because I'm still going," Clara remarked, crossing her arms to lean on the console.

"You don't run out on the people you care about. Wish I was more like that," the Doctor looked at the Professor, kissing her cheek, "With everyone else but you."

"I know, I haven't been able to GET rid of you since we met," she laughed, nudging him.

"Oi!"

"Nor would I want to," she added, kissing him more firmly on the lips.

"You know," the Doctor looked back at Clara, "The thing about a time machine, you can run away all you like and still be home in time for tea, so what do you say? Anywhere. All of time and space, right outside those doors."

"Does this work?" Clara asked.

"Eh?"

"Is this actually what you do?" she laughed, "Do you just crook your finger and people just jump in your snog box and fly away?"

"It is not a snog box!"

"Not for her at least," the Professor nudged him again.

"It's not a…" he was cut off by the Professor's lips on his, shooting him an amused look when she pulled away. He flushed, "Ok, it's a snog box…but not for _you_!" he added, pointing warningly at Clara.

She held up her hands in surrender playfully, "Prove it."

"Starting when?"

"Come back tomorrow. Ask me again."

"Why?" the Professor asked as Clara moved back to the doors.

"Because tomorrow, I might say yes. Sometime after seven ok for you?"

"It's a _time_ machine," the Doctor reminded her, "Any time's ok."

"See you then."

"Clara?" the Professor called as the girl opened the door, "In your book there was a leaf. Why?"

"That wasn't a leaf. That was page one," she smiled, giving a little wave as she left.

"Right then," the Doctor stood, holding out a hand to help the Professor up as well, "Clara Oswald. Time to find out who you are," and with that, they ran to the console, ready to go forward one day and pick up Clara.

The Doctor pulled a lever and set the TARDIS down, the Professor running to the doors, eager to have Clara come aboard…only to see they were floating in space instead. She blinked and looked back at the Doctor as he walked towards her with a small box with some holes in the top of it in his hands, holding it out to her.

"What's this?" she asked, taking it.

"My Christmas present to you," he smiled, "I seem to recall enjoying your gift so much that I didn't get a chance to give you yours," well, he'd gotten her _one_ gift, yes, a dance in the snow, but…he knew she'd technically had _two_ gifts planned and so, a second gift was in order, "Open it," he nodded at it excitedly.

She blinked and looked down at the box, pulling a bow off it to open it, gasping as a soft purr reached her, "Oh Theta..." she breathed, pulling out a small kitten, a small ginger kitten with little black stripes and a white mouth and paws, a small kitten with_ wings_, "A Keroberos?" she looked at him, wide eyed, "But..._how_? They're _sacred _to Clow and hardly ever..."

"Their king owed me a favor, I requested him," he nodded at the kitten purring contentedly in her arms, "I think it's just perfect for us."

And it was.

A Keroberos was a special and sacred animal. It appeared to be a kitten, always, no matter how old it was, with little wings, which made it perfect for children and for letting the guard down of others. But when it felt threatened, when someone attacked it or the family it guarded, it would transform into a larger version of itself, like a tiger with much larger wings. It was tied to a family, living as long as the family line continued, and was _fiercely_ protective of the children of its masters. _Anything_ that dared threaten the children would be attacked, probably slaughtered, till the animal felt it was safe once more.

It was perfect because...the Professor had always wanted a cat and this one...this one he wouldn't mind having around as it reminded him so much of her. So sweet and unassuming on the outside, so fierce, strong, protective, dangerous on the inside.

It was the epitome of her.

And it fit with her name as well.

And...when they had children, (not IF, _when_)...the Keroberos would be _just_ what they'd need to feel safe with their children.

"I love him," she cooed at it before reaching out to kiss him deeply, "And I love you too. Thank you."

He just kissed her nose and smiled.

"But you know," she continued, "In order for a Keroberos to fulfill its purpose," she reached out and trailed a finger down the buttons of his shirt, making him stiffen, his breath hitching, "There needs to be children around…"

He grinned, taking her hand as she made her way back to his bow tie and kissing her finger, "We'd best get on that then," he laughed, pulling her with him out of the room.

A/N: The Doctor's poor shirt lol :) I figure, since he got a new look, maybe tweaking the Professor's just a little was in order. I really can't imagine her in an entirely different outfit so I just made minor adjustments :)

There were small hints of the sort of relationship Keta will have with Clara in this chapter, more of it to come though :) And...the kitten! Awww :) We won't find out the kitten's name till the next chapter so if anyone has any suggestions about what the name should be feel free to drop a review :)

The idea for the kitten was inspired by the Anime Card Captor Sakura, in it there is a tiny lion that looks like a stuffed animal that transforms into a large lion-like creature wearing armor, called Keroberos (Kero) in some versions. I am borrowing the name of the character as the name of the species of the kitten and how it grows, and Clow (another name from the show) as the planet it originates from :) That's really where the similarities end though :)

Some notes on reviews...

I really hope they have a baby too or at least find out why they haven't yet :) I won't say if we'll find out in this series or the next one what will happen. OMG! I just realized this story is over in a week! Wow, time flies :)

Lol, that's awesome that you called that line. I was watching AOTD and as soon as we saw Oswin I was like, she HAS to comment on his chin since it seems like a running joke :)


	9. The Rings of Akhaten

The Rings of Akhaten

The Doctor and Professor sat at the edge of a road in a quaint town, the Doctor pretending to read 'The Beano Summer Special 1981' while the Professor, with Aeon, the Keroberos, curled up on her lap, absently petting it as she read 'Oliver Twist,' love that Dickens. They were just waiting, watching, pleased when an ordinary man strolled down the road, trying to read his map in the wind, clearly lost and clearly frazzled. They watched him intently, glancing to the side when a leaf blew off a nearby tree and drifted on the wind…landing right on the man's face, surprising him to the point where he actually stumbled into the street trying to get it off.

The Professor had to snort a bit at that, the man reacted JUST like the Doctor would…

And ended up in the middle of the road as a car sped towards him.

And had the same luck as the Doctor too it would seem…

But luckily a woman with brown hair pulled him out of the way.

'_And there's you,_' the Doctor smiled, nudging her as they watched the two together, the man clearly smitten with her, '_Exactly us._'

She laughed and linked her arm through his, leaning her head on his shoulder as Aeon purred contentedly.

~8~

The Doctor and Professor stood across a street, under a mysteriously unlit street lamp, standing under a black umbrella the Doctor was holding above them, his arm around her waist to keep them both under it…or so he claimed. The Professor had her jacket buttoned closed, Aeon tucked inside it, his little head peeking out, Keroberos notoriously did not like water. They could handle it, of course, if a child was in danger and drowning, it would not hesitate to jump in and save it, but it didn't mean they liked it. So she tried to keep it as warm and dry as possible.

They were watching as the young man from before but quite a few months later, walked up to a house with the young woman who had saved him, the two of them watching as the humans shared their first kiss.

The Professor smiled and turned to see the Doctor frowning as he watched them, trying to work out who they were and how it was all possible, till she reached out and turned his head to hers, kissing him soundly…distracting enough that he dropped the umbrella to wind his arms around her more…soaking them both…making Aeon let out bit of a squawking howl at getting wet.

Not that they really minded getting wet themselves, getting kissed in the rain was wonderful…

And the shower to warm up afterwards wouldn't be half bad either…

~8~

The Professor pulled the Doctor down as they walked in a park, Aeon trotting merrily beside the Professor's feet, narrowly avoiding the ball that had been kicked by a little girl a few feet away hitting him in the head, making Aeon hiss a bit at the sudden 'attack' against his family. The small family, comprised of the man and woman they'd been following, ran over, Aeon calming instantly when he saw the small girl between the adults.

"Oh, my stars!" the woman called, "I'm so sorry!"

"It's fine," the Doctor said quickly, his arm around the Professor's waist, "We're fine. Marvelous. Refulgent…"

"Ignore him," the Professor cut in, "His mouth tends to run away from him."

"You love my mouth and you know it," he kissed the side of her head.

The Professor rolled her eyes and looked at him, "That's only because you amuse me when you talk," she countered, before smirking as he pouted, and kissing him, "And you make me happy when you kiss me."

He grinned widely at that and kissed her deeply…till the woman giggled beside them, the man covering the little girl's eyes, "Sorry," the Doctor smiled, "That was rather a touch embarrassing. That's not dangerous, is it?"

"What's not?" the woman asked.

"Embarrassment."

"Not usually. Not to my knowledge."

"If it was, you'd have died ages ago," the Professor nudged him.

"I'm so sorry," the man removed his hand from his daughter, the girl squatting down to play with the kitten that had brushed up against her legs, "She wants to be Bryan Robson."

The Professor nodded, "She just might be one day, that was a great kick!" she smiled down at the little girl, leaning over a bit to look at her as she petted Aeon, "Hello, there."

"Clara," the woman supplied when they looked at her.

"Hello there, Clara," the Doctor smiled, leaning down to shake the girl's hand.

"She's adorable," the Professor told the woman, and the girl really was, sitting there with a little kitten on her lap, it seemed like Aeon liked the girl. It was lucky that Keroberos had the ability to blend their wings in with their fur when needed, it made it look like two patches of white fur on either side of its body, but at least humans wouldn't notice it had wings. But, with Aeon being so young, truly just old enough to be removed from his mother, it wouldn't last quite so long as normal, they'd have to be quick.

"Thank you," she ran her hand through Clara's hair, "Have you two…" she gestured at their rings, noticing them despite the low level perception filter on them, the woman clearly had family on her mind.

"Oh," the Professor's smile fell a bit, "No…"

"Not_ yet_," the Doctor added, taking her hand and squeezing it.

They'd been trying, for so long now, centuries really where it could have happened…and just…nothing. Still, they lived in hope.

"Ah, well," the man nodded, holding out a hand to the Doctor, "Good luck."

"Thank you," he smiled, nodding as he shook the man's hand, Aeon trotting back to the Professor's side as they headed off.

~8~

"I wonder," the Professor began as she and the Doctor stood behind a tree in a cemetery, watching as Clara, now a teenager, and her father stood before the grave of Clara's mother, Ellie Oswald. Aeon laid on his back beside them, playing the a low hanging branch of a bush.

"What?" the Doctor looked at her, seeing her thoughtful.

"Would I have mourned if my parents died?"

It was a terrible thing to wonder…because she knew the answer.

No.

Her father had been a terrible, abusive brute who had tormented and plagued her nightmares for _centuries_ after she'd escaped him. She wouldn't shed a tear if he had died on Gallifrey and not been trapped by House.

Her mother…had never been home. She got the odd 'gift' here or there, if you could call it that, but…she never saw her mother. Her mother wasn't around enough to even notice what her husband had done to her daughter. Her mother had organized all of _one _party for her in all her 400 years of life, when she'd graduated the Academy, it had been a few hours long, her mother had been there for all of it. And the sad thing was, those few hours she'd spent with her mother were the most time she'd ever spent in one go with the woman. Probably more time in one night than she usually got in a century. How could she mourn a woman she never knew?

"I hope you would," the Doctor said, taking her hand, making her look at him, "Because then I would have gotten to comfort you…" he smirked, tugging her closer, winding his arms around her waist, "Are you feeling sad now my dear?"

"Oh yes my love," she smirked as well, "I am _devastated_…"

"Well then," he kissed her, "It's my job as your husband to _comfort _you, isn't it?"

"Oh yes," she nodded, taking his hand and pulling him towards the TARDIS, the two of them laughing as they went, Aeon rolling to his feet and dashing after them with a meow that echoed over to the young Clara Oswald, making her look back at them.

~8~

The Doctor stood by the console, Aeon curled up on one of the chairs napping, looking at the monitor at an image of Clara Oswin Oswald, the governess, the Professor beside him as they frowned at the image, "She's just a girl," he muttered.

"How can she be?" the Professor countered as the image changed to Oswin Oswald of the Starship Alaska.

"She can't be," he agreed.

But then the image changed to Clara Oswald, throwing her graduation cap into the air, the girl they'd been following, she'd lived a normal life, she'd been born, she'd grown up, everything…

"She is," he sighed.

"But she _can't_ be," the Professor shook her head, "She's not possible."

The Doctor blinked and looked at her, "YOU don't know what she is?"

She took a breath, "For once dear…no. I don't know."

.

She'd scanned the girl, of course she had, but, as far as she could tell Clara was completely human, an ordinary girl. But how?

She sighed, "I just…"

"What?" he looked at her.

"I feel like she's…familiar," she murmured, "Like I've seen her before," he opened his mouth and she added, "And not just her voice from the Asylum or seeing her in Victorian London," she looked at him, "When we first saw her in London, I could have _sworn _I'd seen her somewhere before but…" she shook her head, "I don't know where."

That had to be frustrating, the Professor had the best memory of anyone he knew so for HER to be uncertain about someone she might have met…well, that was a big thing.

"It'll come to you dear," he reassured her, "It always does, you just have to stop thinking about it."

It happened to her a lot in the Academy, she'd get so worked up over trying to find a solution to something that she would frustrate herself to the point where solving it just got harder. He had always taken it upon himself to 'kidnap' her and get her mind off it. By then, when she'd gone back to it with a refreshed mind, she'd usually work it out.

He looked back at the monitor, one thing really bothering him about it all, for the Professor not to know _what_ Clara was, to be unable to get anything off scanning her…something was wrong. It was like George or the Vespiform, aliens who, when appearing human, scanned like humans. They didn't think Clara was an alien, but they couldn't be sure. And Aeon seemed to have no issue with her, didn't sense her as a threat at all, and the Keroberos were notorious for being excellent judges of character in that way.

But before they could think more on it, there was a knock on the door and Clara entered, the two of them having landed the box just outside the Maitland home.

They didn't waste any time in setting the controls and whizzing off through time and space, Clara beaming with excitement as she ran over and tried to keep her balance, nearly falling back onto the chair Aeon was sleeping on, managing to catch herself just before falling on him.

"You've got a cat!" she looked at the little thing, it was…familiar, in a way, "When did you get a cat? Is it even a cat or is it like a space cat?"

Well…it had to be a space cat, it had wings!

The Professor laughed and moved around the console, "This is Aeon," she gently picked him up, waking him slowly as she pet him, "He's from a planet called Clow, he's a Keroberos."

Clara just stared at her, "All I caught was Aeon," she stated, "That's his name then?"

She nodded, that _was_ quite a mouthful to have said wasn't it?

"Want to hold him?" she held Aeon out to Clara to take, the girl carefully holding the kitten, petting it as it mewed, pleased.

"Are we going to…Clow?" she looked at the Professor to make sure she got the name right, she nodded, "Are we going there then?"

"No, no," the Doctor remarked, "Just setting the TARDIS into the time Vortex to idle," he pulled a lever.

"So we're moving through actual time?" she looked at them, "So what's it made of? Time? If you can just rotor through it, it must be made of stuff, like jam's made of strawberries. So what's it made of?"

The Doctor laughed, amused at her comparison, "Well. Not strawberries. No. No, no, no. That would be unacceptable."

"It really is too complex to describe Clara, even for me, and that's saying something," the Professor smiled. She liked that about Clara, she was so interested and she asked the most amusing questions. She was like…a little kid in a toy shop that wanted to play with everything and see all the different toys that were offered.

The Universe was really like that though, a big old toy store and the planets and species the best toys you could ever show a child. And Clara really as like a child, compared to them at least, being 26 and them almost 50 times that age…

"And we can go anywhere?" Clara walked over to them as they danced around to one side of the console.

"Within reason," the Doctor nodded, "Well, I say reason…"

"Which means anywhere," the Professor laughed.

"So, we could go backwards in time?" Clara began.

"And space," the Doctor agreed, "Yes."

"And forwards in time."

"And space. Totally. So, where do you want to go, eh?" he beamed at her, eager to show her the wonders of the Universe, "What do you want to see?"

Clara opened her mouth to answer, before frowning, "I don't know. You know when someone asks you your favorite book and you forget every book you've read?"

"No," he answered, "Totally not."

"Yes," the Professor countered, "All the time."

She'd read SO many books, seriously the library in the TARDIS…she'd read them all. As it turned out, the Doctor had been true to his word that he'd taken EVERYTHING from Gallifrey that reminded him of her…and that included ALL the books in the Academy's library as well, she'd read through them all in the near 400 years she'd been at the Academy.

"Well that's a thing," Clara sighed, leaning over to put the squirming Aeon down, "That happens."

"And?" the Doctor frowned, confused, "Back to the question."

"Ok. So...so…so..." she turned to the door, pacing as she thought out loud, the Time Lords and even Aeon watching her, amused, "So, I'd like to see...I would like to see...what I would like to see is..." she grinned and spun around, "Something awesome."

The Doctor snapped his fingers and they ran to the console, sending them off to the perfect spot.

~8~

The door to the TARDIS opened and the Doctor and Professor led Clara out, Aeon trotting after them, the Doctor holding his hands over Clara's eyes as the Professor led her forward.

"Can you feel the light on your face?" the Doctor asked when the Professor rushed behind them to close the doors before taking Clara's hands again.

"Mhmm," she nodded.

"That is the light of an_ alien_ sun," the Professor told her, setting her in the right position, "Are you ready to see it?"

"Yes," she answered, "No. Yes?"

The Doctor laughed and pulled his hands away, letting Clara see the giant star before them, staring at it in awe.

"Welcome to the Rings of Akhaten," the Professor introduced as she moved to the Doctor's side, the man putting his arm around her waist, letting her lean on him as they looked out, Aeon plopping down, curling into a little ball, enjoying the warmth.

Clara looked down at the large chunk of rock they were standing on that was part of the rings and then at all the other rocks drifting past, "It's..."

"It is," the Doctor nodded, "It so completely is."

"Oh wait!" the Professor took the Doctor's hand, turning it to look at his watch, "There's more…"

"More what?" Clara breathed, unable to take her eyes off it, pleasing the Time Lords to no end.

"In about five, four, three, two..."

A large asteroid that seemed to have some sort of city on it passed to reveal another with a large pyramid on it that shined, glinting in the light of the sun.

"What is it?"

"The Pyramid of the Rings of Akhaten," the Doctor explained.

"It's a holy site for the Sun-singers of Akhet," the Professor added.

"The who of what?" she asked.

"Seven worlds orbiting the same star. All of them sharing a belief that life in the Universe originated here. On that planet."

"All life?"

"In the Universe," the Doctor nodded.

"Did it?"

"Well, it's what they believe," he smiled, "It's a nice story."

"Can we see it?" she looked at them, nearly bouncing in excitement, "Up close?"

"We thought you'd never ask," the Professor grinned and took Clara's hand, pulling her back to the TARDIS, the Doctor already having got the doors open to let Aeon in as he jumped up seeing them moving.

~8~

Clara half-ran out of the TARDIS as soon as it set down in the middle of a marketplace on the asteroid that seemed to have the city built into it. She stopped short though, staring, wide-eyed, at the different aliens wandering around, the Doctor and Professor slowly following her, both with wide smiles on their faces, the Professor with a small bag over her shoulder, Aeon sitting in it, his little paws over the side. He was so small and the market so crowded that the Professor hadn't wanted to take any chances on him getting lost or hurt so she'd wanted to carry him. She laughed as Aeon's head darted this way and that, taking in all the aliens, as though trying to see if they were a danger to his family, she could remember a time she'd done much the same, though it had been more…stiff.

"Where are they from?" Clara turned back to them.

"Oh, you know, the local system mostly," the Doctor shrugged.

"What do I call them?"

The Professor had to smile, she REALLY liked Clara. From what the Doctor had told her and what she'd seen of Rose in his memories, she was handling this FAR better than the blonde was, not at all overwhelmed or even frightened but just…embracing it. She had the true spirit of a time traveler, reminded them quite a bit of Donna and Amy as well with her excitement.

"Well, let's see," the Doctor squinted out at the various aliens.

"There go some Panbabylonians," the Professor pointed.

"A Lugal-Irra-Kush," he added.

"Some Lucanians."

"A Hooloovoo."

"Ah! Qom VoTivig!"

The Doctor strode up to a black alien and did a sort of handshake with it, bumping his stomach to the other's, "That chap's a Terraberserker of the Kodion Belt," he added to Clara as he turned back to them to see the Professor shaking her head, amused, absently scratching Aeon's head as it tilted to observe the aliens, "You don't see many of them around anymore."

"And there's an Ultramancer…" she nodded past him.

The Doctor spun around to look at it and then whirled back to them, "You know," he reached out and took the Professor's hand, pulling her to him, "I forget how much I like it here, we should come here more often."

"You've been here before?" Clara eyed them, trying to remember at least _one _of the alien's names.

"Not me, no," the Professor said, "It's my first trip as well."

"What about you, Doctor?"

"I came here a long time ago," the Doctor nodded, "With my granddaughter."

Clara gaped at him at that remark.

But the Professor just smiled, "Oh Susan was lovely," she gave the Doctor a peck, "Thank God she was more like you and less like her parents or grandmother."

"I was thankful for that too," he agreed, taking her hand and leading her off.

He had no idea where Susan had come from really, she was _so_ different than her family, well, except him. But he supposed it was her 'Aunt Poppy' as she had often called the Professor when she was younger that had influenced the girl's sense of adventure. Susan really was as close to a 'little Professor' as he could get in a child when it came to his family.

Actually, thinking on it…he had often found himself wondering how Susan would have been if the Professor had been her grandmother instead of Mayra…and, oddly enough, the woman he imagined her to be, the sort of…personality and spirit…was quite a bit like Clara.

Well wasn't that wizard.

'_I like that,_' the Professor spoke in his mind, squeezing his arm.

'_What?_' he looked at her, '_Me imagining my family with your traits or…_'

'_Clara, being like our granddaughter,_' she explained, she couldn't really describe it but…there was something familiar about Clara that made them both feel like they'd known her somehow, it made that connection even more powerful, '_Even for a human, she's SO young and full of spirit, like we were when we were younger…_'

'_Like we still are._'

'_You know what I mean,_' she smiled at him, '_I can't help but feel like we need to protect her, especially after…_' she trailed off, thinking about Oswin and Clara-Oswin and what happened to them, '_And we ARE old enough to be her many-times-great grandparents._'

He paused, considering that, Clara really _was_ quite like them, '_I_ _doubt anyone else would believe she's our granddaughter though._'

'_Then it'll be our little secret._'

'_And River's,_' he added.

'_We should really meet up with her and introduce her to Clara,_' she agreed, nodding as they continued on.

Clara however, oblivious to their silent conversation, just stared after them, having gotten more information from them in those few sentences than ever. Apparently the Doctor was not only a grandfather, which meant he was a father as well at some point, but it _hadn't _been with the Professor…what?!

"Hang on!" she ran after them, catching up to them at a booth where the Doctor was holding a tray of blue glowing spheres in a bowl, looking a bit like blue slush on top, the Professor shaking her head, wrinkling her nose at the items which made the Doctor laugh and lean in to kiss her nose, Aeon hissing at the foodstuff in distaste.

"Exotic fruit of some description," he handed the tray to the Professor to hold while he scanned it with the sonic, "Non-toxic. Non-hallucinogenic. High in free radicals. And low in other stuff, I shouldn't wonder."

Clara reached out and took a bite, shaking her head at the taste, it wasn't very good.

"No?"

"No," the Professor laughed, "I was trying to tell you that before."

"So, why's everyone here?" Clara asked as she swallowed, holding out a bit of her blue fruit to Aeon. The kitten hesitantly leaned in and lapped at the slush before shaking his head, repeatedly sticking his tongue out to get the taste off, making her laugh.

"For the Festival of Offerings," the Professor said as the Doctor put his arm around her shoulder and led them off, "It takes place every thousand years or so, when the rings align."

"It's quite a big thing, locally," the Doctor nodded, "Like Pancake Tuesday."

Clara eyed the Professor a moment, "You know an awful lot about this place having never been here before…"

"I bet you know an awful lot about the places in your book," she countered lightly, "And besides, I'm the Professor, I know an awful lot about an awful lot of things."

"27 brains!" the Doctor called back, "I told you!"

The Professor shook her head, about to retort to that, when they heard a bark and snarl behind them and Clara's startled yelp.

They turned to see a rather intimidating looking alien bearing over Clara, the girl shrinking back, afraid, and ran over, the Professor yapping at the alien till it backed off, Aeon even hissing and swiping at it. The kitten didn't sense the alien as a threat, and so, didn't transform, however it was NOT happy with it scaring poor Clara.

"What's happening?" Clara gasped, "Why's it angry?"

"This isn't an_ it_," the Doctor told her as the Professor's yapping turned friendlier, the woman stroking Aeon's head to calm him, "It's a _she_."

"Dor'een, meet Clara," the Professor introduced, "Clara, meet Dor'een."

"Doreen?" Clara eyed them.

"Loose translation," the Doctor waved her off, "She _sounds_ a bit grumpy but she's a total love, actually, aren't you?" he reached out and tickled Dor'een's chin like a puppy, "Yes, you are."

"She's just asking if we fancy renting a moped," the Professor laughed at the Doctor's antics.

Dor'een backed away and gestured behind her to where a rather advanced-looking space moped was parked.

Clara nodded and gave a deep bark, to which Dor'een barked back, "Nice," the Professor nodded, a very good attempt at another language for a human.

"So, how much does it cost?" Clara asked.

"Not money," the Professor corrected.

"Something _valuable_," the Doctor nodded.

"Sentimental value."

"A photograph, love letter, something like that."

"That's what's used for currency here."

"Psychometry."

"Objects psychically imprinted with their history."

"The more treasured they are, the more value they hold," the Doctor finished.

Clara stared at them, "Seriously, you two need to stop doing that, you're freaking me out," they just laughed at that, "But isn't that horrible though? To take something someone treasures?"

"Better than using bits of paper."

"Then you pay."

"With what?" the Professor laughed, the only things they had of value were each other and you couldn't trade a person.

"You're both a thousand years old…"

"1204 and 1202," the Professor corrected, liking the accurate numbers.

"Seriously?" she gaped at them, before shaking her head, getting back to the point, "You must have _something_ you care about."

They just put their arms around each other, but the Doctor and Professor _did_ pull out their sonic and blaster, before looking at each other and shaking their heads, putting them away, before turning to head off.

~8~

They'd lost Clara for a bit, well, not really _lost _her, they were lurking in the shadows, keeping an eye on her, even Aeon keeping quiet and hushed, still a bit suspicious of the woman and how she could exist, and wondering if she might act differently without them around. They'd seen a young girl bump into her before running off and seen her look for the girl again, finding her and giving her an affectionate talk, helping encourage her to give a performance later. So…they'd disappeared a moment before Clara had sent the girl back to her caretakers, red robed men, and reappeared beside her, as though they_ hadn't_ just been following her.

But now though, it was time for the performance. They ran into the amphitheater only to see the two red robed men had already escorted the girl, Merry, to her performance platform. The amphitheater was open on one end, facing the asteroid with the pyramid on top of it.

"Shh!" the Doctor hissed to them as they skid to a stop, "Shh!" and took the Professor's hand to help her climb up the seats to a small open area for the three of them, "Sorry, sorry, excuse me. Sorry. Excuse me," he smiled and plopped down, the Professor beside him, Aeon hopping out of his little bag to curl up on the Professor's lap, making her laugh.

"Sorry," Clara followed, "Sorry," sitting beside the Professor, the woman in the middle, "Are we even supposed to be here?"

"Shh!" they both hissed at her.

"But are we?"

"Shh!" they hissed again, before whispering to the aliens around them, "Sorry!"

Merry looked back at them, clearly nervous, when Clara gave her a slight nod. She smiled and took a breath, turning back around, ready.

"Akhaten…" Merry began to sing, "Oh, god of Akhaten..."

Clara squinted as another voice drifted over to them from the pyramid on the asteroid across from them, a man singing.

"They're singing to the Akhaten in the Temple," the Professor explained quietly, seeing her expression.

"They call it 'the Old God,'" the Doctor continued, "Sometimes 'Grandfather.'"

"Oh, god of Akhaten..." Merry continued.

"What are they singing?" Clara wondered.

"'The Long Song,'" the Professor began, petting Aeon as he tried to climb on her, pawing at her for attention, making her smile.

Clara quickly reached out and put her hand over the Doctor's mouth as he went to speak as well, "No…" she pointed at him, and then at the Professor, "YOU talk."

The Professor laughed, Clara was certainly the first to 'stop' their dual speaking, "It's a lullaby without end to feed the Old God and keep him asleep. It's been going for millions of years, chorister handing over to chorister, generation after generation after generation."

"Akhaten..." Merry sang.

Clara nodded and pulled her hand away, ignoring the Doctor sticking his tongue out at her, when she noticed the other aliens were holding things out in their hands, some food, others objects, "What are they doing?"

"Those are offerings…" he stopped a moment as the Professor held up her hands in surrender when Clara pointed at her warningly, "Gifts of value. Mementoes to feed the Old God."

Clara laughed, watching as the gifts turned into specks of gold light and drifted up, towards the sun.

"Oh, god of..." Merry smiled, "Oh, god of...oh god of Akhaten..."

"Sleep, my precious king…" the vague whisper of another voice drifted to them.

And suddenly the audience was singing as well, the three of them looking around, "Lay..." the Doctor tried to join in but was early.

"Lay down my warrior..." they all sang around the trio.

"Go on my dear," the Doctor nudged the Professor, "Sing for me."

She smiled and turned, resting her head to his forehead, "I don't want to outshine Merry my love," she countered, "She's nervous enough."

"Akhaten..." Merry's voice shook a bit, "Oh, god of...oh, god of...oh, god of...oh, god of Akhaten."

The second voice faltered as did Merry's as a low rumbling began to sound from the pyramid. Merry turned to face the audience, her eyes wide with fear, and they knew…something was wrong…

Suddenly a light shot out of the pyramid and grabbed Merry, lifting her up in a force field of some sort.

"Ok," Clara gasped, "What's happening? Is this supposed to happen?"

"Help!" Merry screamed, struggling to get free.

"Is somebody going to do something? Excuse me? Is somebody going to help her?"

Merry was pulled towards the temple, the Doctor and Professor leaping up, Aeon jumping off the Professor's lap and bounding down the stairs as they ran off, Clara following them…chasing them was more like it.

"Why are we walking away?" she called as they stalked through the market with Aeon, "We can't just walk away. This is _my_ fault! _I_ talked her into doing this!"

"Listen," the Doctor turned to her as they stopped, "There's one thing you need to know about travelling with us...well, one thing apart from the blue box and the two hearts."

"We _don't_ walk away," the Professor said firmly, "Come on," she took Clara's hand and they ran off towards the stalls, to Dor'een's.

The Doctor barked at the alien and she barked back, growling. He patted his pockets and turned to Clara, "We need something precious."

"Well, you must have something, all the places you've seen," Clara countered.

"These," the Professor said, snatching the Doctor's sonic from his pocket and holding it up with her blaster, "But we don't want to give them away. Trust me, they come in handy."

"You're 1,200 years old. And that's it, your spanner and a water pistol?"

"Screwdriver!"

"Blaster!"

Clara just looked at them before glancing down at her right hand, touching a ring on her middle finger, "It's my mum's," she breathed.

The Professor eyed the ring a moment before frowning, shaking her head, "Wait," she called when Clara moved to take her ring off. She sighed…

And pulled her engagement ring off instead.

"Professor…" the Doctor frowned, his own finger tracing his wedding band.

The Professor swallowed and looked at the Doctor, reaching out to cup his cheek, "You and I both know we'd do _anything_ to save a child," she whispered, before turning to Dor'een and holding out her ring.

Dor'een took it and held her hands over it, sensing the importance, everything it represented, and nodded, stepping away from the moped.

"I think I just bought the seven worlds," the Professor murmured, her hand feeling quite a bit heavier despite the ring missing from it.

The Doctor smiled and kissed her temple.

"Thank you," Clara breathed, tears in her eyes to not have to give up her mother's ring, truly one of the _only _things she had left of her mother.

"Come on," the Doctor tugged the Professor to the moped and moved to climb on first, when she pulled him back.

"Honestly Doctor, how many times must we have this conversation?" she rolled her eyes, smiling a bit again, "2,700 forms of transport."

He laughed, "When you actually tell me the list of those 2,700 forms," he bopped her head but let her get on first, then him, scooping up Aeon as he clawed at his pant leg to deposit the kitten in the Professor's bag, he was still a bit young to be able to use his wings to actually fly. Clara quickly hopped on after them and they took off.

They flew right up and out of the open market, into space, the moped creating a small force field to let them breathe, as they raced for Merry, still being pulled to the pyramid.

"Merry!" Clara reached out for the girl, JUST touching the poor girl's hand when the force pulled her quickly away, sucking her right into the temple of the pyramid with a scream, leaving them in the moped, approaching the temple a bit too quickly.

"Brakes!" Clara screamed, "Brakes!"

The Professor just turned the moped hard to the side and they skid right into a small landing area on the temple, right before a stone door.

"Ok," the Doctor gasped as Clara clung to him, "Time to let go."

"I can't!" Clara cried, her head buried in his back, clinging to him, her eyes closed.

"Clara, you have to…"

"Why?"

"Because he's turning blue," the Professor told her, more amused by Clara's reaction than angry with her for clinging to the Doctor. Ever since the girl had learned they were married she had noticed a shift in Clara's teasing. At first it was to get to the Doctor, not in a romantic sense but just to tease him, but now it seemed just…teasing. Platonically teasing. Quite like Amy had once she'd gotten over the Doctor, though without any hint of flirt to it any longer.

"Sorry!" Clara let go quickly and they scrambled off the moped.

The Doctor moved to the door, using the sonic on it, "Oh, that's interesting. A frequency modulated acoustic lock. The key changes ten million, zillion, squillion times a second."

The Professor let out a soft whistle, "Interesting. I'd love to get one of those…"

"Add it to the Christmas list," the Doctor smirked at her.

"I will if you ever give it back to me."

"Can you open it?" Clara cut in, just KNOWING they were about to start flirting again.

"Technically, no," the Doctor answered, "In reality, also no. But still...let's give it a stab…"

The Professor crossed her arms and stepped back to watch as the Doctor ran at the door, banging his shoulder to the side of it as Clara squealed and covered his eyes when he fell back onto the ground.

He popped up again and rubbed his shoulder, before sonicing the door once more…and then banging it on his hand when it didn't work…again.

"How can they just stand there and watch?" Clara asked the Professor, seeing she was leaving this to the Doctor.

She sighed, "Because this is sacred ground."

"And she's a child."

"And he's a god to them."

They froze, hearing Merry scream from inside the chamber, and the Doctor and Clara ran to the door, pounding on it, the Doctor trying the sonic once more. Aeon jumped out of the Professor's bag and…

"Oh my God!" Clara screamed, leaping back as she saw a tiger with huge wings standing behind her, beside the Professor, the hair on its back starting to stick up, growling at the door, "What…"

"That's just Aeon," the Doctor reassured her, "Keroberos do that to protect the children! Merry!"

Clara shook her head, snapping back to the present at the mention of children and Merry and turned back to the door, "Merry! Merry, hold on! We'll be there soon! Doctor?"

He bashed the sonic again, trying to get it to work, "I don't…I can't…it…"

"Two plans," the Professor said, calm, and they looked at her to see her setting her blaster, "The first," she looked up, "You may want to move…" they leapt to the side as she sent a cannon level blast at the wall…but only managed to dent and chip at the stone slightly, "Hmm…how about that…"

"What's the second one?" Clara panted at how close the blast had come, how powerful it was, but how little damage it did.

She smiled and walked up to the door, touching it, scanning into the frequencies, and took a breath. She opened her mouth and a note rang out, her voice seeming to vibrate as it set itself to the frequencies she was scanning…

And the door slowly started to rise.

"Best be quick," the Doctor grabbed Clara's hand and pulled her inside, the two ducking under the door, Aeon squeezing along under it after them, "She can hold her breath for 45 minutes but I don't know how long she can hold that note," he straightened on the other side to see Merry had turned around, standing in a chamber with some sort of creature asleep in a chair in a glass box while another man sang, kneeling before it, "Hello there. I'm the Doctor, the one with the lovely voice that got us in is the Professor. And you've met Clara. She was supposed to be having a nice day out…" he held his hand back and the Professor took it, moving under the door, letting her hand trail along it as she moved, the door faltering slightly, till she was on the other side and back to resume singing, "Still, it's early yet," he looked at Merry who just stood there, staring at Aeon in fear, "Oh he's alright, he's just a kitten really," he waved her off, Aeon tense beside him, not growling, but his gaze locked on the mummy, clearly that WAS a threat, "Are you coming, then?" he glanced from Merry to the Professor, seeing her face starting to strain, "Did I mention that the door is immensely heavy for her to keep up with just her voice?"

"Leave!" Merry cried, "You'll wake him!"

"Really quite extraordinarily heavy," the Doctor called, moving to the Professor, taking her hand as she tried to keep the note going, "Clara?"

"Merry, we need to leave," Clara stepped over to her.

"No," Merry stepped back, "Go away!"

"Not without you."

"You said I wouldn't get it wrong and then I got it wrong! And now this has happened. Look what's happened!"

"You didn't get it wrong."

The Professor winced as the door faltered again.

"How do you know?" Merry countered, tears in her eyes, "You don't know anything! You have to go! Go now! Or he'll eat us all."

Clara glanced up at a smell set of steps that led to the glass cage, an old mummified body sitting inside, clearly alien, asleep, Aeon tensing even more, taking a step closer as Clara moved nearer to it, "Well, he's ugly. But, you know, to be honest..." she turned to Merry, "I don't think he looks big enough."

"Not our meat. Our_ souls_," Clara reached out to her, but Merry closed her eyes and pressed her hands to her head, releasing a faint purple force that pinned Clara to the case, "He doesn't want _you_, he wants _me_. If you don't leave, he'll eat you all up too."

"Yes and you don't want that, do you?" the Doctor called, seeing the Professor_ really_ struggling now, "You want us to walk out of this really quite astonishingly heavy door and never come back."

"Yes."

"I see. Right," he huffed and turned to the Professor, "Clara's right. Absolutely never going to happen," and touched her cheek, "Let it go dear."

The Professor stopped singing and the door fell shut, the woman taking a large gasp of air, clutching her throat as the Doctor took her face in his hands.

"You alright?" he asked her.

"And I thought facing a Siren was hard on the vocal cords," she muttered, her voice a bit scratchy now. She looked down as she felt something warm beside her and saw Aeon the Tiger had come closer to her, his gaze on the mummy, but clearly worried for her. She smiled and reached out, stroking him behind his ears, making him purr, which was quite cute despite him being in his ferocious tiger form.

"Did you just lock us in?" Clara called.

"Yep," the Doctor nodded.

"With the soul-eating monster."

"Yep."

"And is there actually a way to get out?"

"What?" he took the Professor's hand and led her over to Clara, Aeon following them, not about to leave his mistress's side, "Before it eats our souls?"

"Ideally, yes."

"Possibly. Probably. There usually seems to be."

The Professor frowned and stepped past them to eye the mummy, then glance back at the priest, still singing.

"Why is he still singing?" Clara asked.

"...rest your weary, holy head..." the man continued, repeating it over and over.

The Professor moved over and knelt before him, "He's trying to sing the Old God back to sleep," before she turned to the man, "It's not going to happen. He's waking up. He coming, whether you're ready or not. You want to run."

"...holy head and…" the man trailed off, gasping, looking very much afraid of what would happen next without someone trying to keep the god asleep.

"That's it, then?" the Doctor smirked, "Song's over?"

"The song is over," the man swallowed hard as he stood, "My name is Chorister Rezh Baphix, and the 'Long Song' ended with me," he pressed a button on his wrist and disappeared.

"That's it, then!" the Doctor beamed, "Song's over!" he turned and flashed the mummy with the sonic, and the beast leapt to its feet, roaring, awake, Aeon roaring back at it in return, "Ha ha!" he ran up to the cage and looked in on it, "Look at that!"

"You've woken him!" Merry backed away as the beast began to pound on the glass, Clara still stuck to it.

"It's awake?" Clara gasped, unable to turn and see it, "What's it doing?"

The Doctor walked around the cage, looking at it from all angles as the Professor stood before it, her arms crossed, a frown on her face as she eyed it, "Oh, you know, having a nice stretch."

"_We_ didn't wake him," the Professor said, glancing back at Merry, "And _you _didn't wake him, either. He's waking because it's just his time to wake."

"And feed," the Doctor made his way back around, looking at Merry as well, "On you, apparently. On your stories."

"She didn't say stories, she said souls," Clara reminded them.

"Same thing," he shrugged, "The soul's made of stories, not atoms."

"Everything that ever happened to us," the Professor agreed.

"People we love."

"People we lost."

The Doctor took her hand, "People we found again," and kissed it, "Against all the odds."

She smiled at him, "He threatens to wake, they offer him a pure soul," she remarked, "Basic paranoia tactics."

"They offer him the soul of the Queen of Years," the Doctor sighed.

"Stop it," Clara hissed at them, able to see Merry shaking, "You're scaring her."

"Good," the Doctor nodded, "She should be scared! She's sacrificing herself. She should know what that means," he walked over to Merry and looked down at her, "Do you know what it means, Merry?"

"A god chose me," she nodded.

"It's not a god! It'll feed on your soul, but that doesn't make it a _god_. It is a vampire," he turned and pointed at the mummy, "And you don't need to give yourself to it…"

"Merry," the Professor cut in, moving to his side, putting a hand on his shoulder, giving him a look as he nodded and stepped back, moving to scan the mummy more, "Do you mind if I tell you a story, one not even _you _might have heard?" she asked, kneeling before the girl and taking her hands, "All the elements in your body were created many, many millions of years ago, in the heart of a far away star that exploded and died. That explosion scattered all those elements across the vast recesses of deep space. After so, _so_ many millions of years, those elements came back together to form new stars and new planets. And on and on it went. The elements came together and burst apart, forming everything you can imagine. Until, eventually, they came together to make _you_," she tapped Merry on the chest, on the heart, "You're unique in the Universe," she squeezed the girl's hand, "There is only _one_ Merry Gejelh. And there will _never _be another. And do you know, getting rid of that existence isn't a sacrifice. It is a _waste_."

The Doctor smiled as he watched her with the child, she often said he was remarkable with children, but she was so much the same, '_You will make an amazing mother one day,_' he told her in her mind.

"So, if I don't, then everyone else..." Merry began.

"Will be just _fine_," the Professor promised.

Merry glanced at the mummy, still pounding on the cage, "How?"

"There's always a way," she said, "I've kept the Doctor alive for SO long and he's gotten into worse straits than this."

"You promise?"

"Cross my hearts," she crossed them, smiling.

Merry looked at Clara and closed her eyes, releasing her as Clara ran away from the glass as it cracked, the god slamming against it, making Aeon snarl at bit, ready to defend his family.

"Having a nice stretch?!" Clara glared at the Doctor.

He just laughed and they ran to the door, about to open it again…when the ground started to shake, "Something's coming. What's coming?"

"The Vigil…" Merry breathed, scared, her voice shaking, Aeon immediately made his way to her side, sensing her fear.

"And what's the Vigil?" the Doctor looked at her.

"Really?" the Professor eyed him, "No attention _at all_ in school," she rolled her eyes, "If the Queen of Years is unwilling to be feasted upon it's their job to feed her to 'Grandfather.'"

"I'm sorry!" Merry cried as three creatures, white faced, with goggles on, and black suits appeared, "I'm sorry!"

The Doctor pulled out the sonic and aimed it as they advanced.

"Don't you dare," Clara glared, moving to defend Merry as did Aeon, standing in front of the girl, blocking her from the Vigil.

"Yeah, stay back," the Doctor held the sonic up, "I'm armed…with a screwdriver…"

"Well I'm armed with a blaster," the Professor moved to his side, her blaster out.

One of the Vigil stepped forward and bellowed, the force of the note knocking them back, flipping the Doctor over onto his back, sending Clara back against the wall and to the ground, Merry burying her face into Aeon's side as the tiger remained where he was, nothing would keep him from defending and protecting the child. The Professor though, was knocked back into the air, but as she hit the ground on her back, continued the roll onto her knees and aimed the blaster, firing that the three men, blasting them back as well…

The Doctor frowned as he stood and eyed the fallen Vigil, lying unmoving on the ground, stunned, he knew, "Well that was a bit anticlimactic," he muttered, "I was looking forward to beating them with my sonic."

Clara just got up and whacked him on the shoulder, "Be grateful that she stopped them!"

"You're alright Merry," they heard and looked over to see Merry hugging the Professor tightly, the woman trying to calm her, Aeon nuzzling Merry's side trying to help as well, "I won't let anything hurt you, I promise."

The Doctor smiled, '_SUCH a good mother. No fantastic! Amazing! The best._'

The Professor smiled and looked over at him, '_Like you'll be as a father._'

"Merry," Clara moved to her side, kneeling beside the girl, "You know all the stories. You must know if there's another way out," it had taken a lot for the Professor to be able to get the door opened, they needed a quicker way.

"There's the tale," Merry nodded, "A secret song. 'The Thief of the Temple and the Nimmer's Door.'"

"And the secret song opens the secret door? How does it go? Can you sing it?"

Merry turned to the side and sang a light little tune, opening a door in the side of the room.

"Brilliant," the Doctor beamed, holding out a hand to help the Professor up as they ran through the door…they only_ just_ made it out when the mummy let out an inhuman roar and a light shot out of it, flying out the pyramid and right into the sun.

They stared at it, the Time Lords wide eyed, "I think I may have made a tactical boo-boo," the Doctor muttered, "More of a semantics mix-up, really."

"What boo-boo?" Clara was an inch away from glaring at them.

"We thought the Old God was Grandfather but he wasn't," the Professor sighed, "It was just Grandfather's alarm clock…" she shook her head, "I'm getting old if I missed THAT."

"Sorry, a bit lost. Who's the Old God?_ Is _there an Old God?"

"Unfortunately, yes," the Doctor nodded at the sun as it burned brighter, growing, Aeon tensing beside them, ready to fight despite the size of the sun.

"Oh, my stars," Clara gaped, "What do we do?"

"Against that? I don't know. Do you know? I don't know. Any ideas?" he looked at the Professor.

"But you promised!" Merry cried up at her, "You promised! He'll eat us all. He'll spread across the system, consuming the seven worlds. And when there's no more to eat, he'll embark on a new odyssey among the stars…"

"I say leg it," Clara suggested.

"Leg it where, exactly?" the Professor had to laugh.

"Don't know. Lake District?"

"Oh, the Lake District's lovely," the Doctor smiled, "Let's definitely go there. We can eat scones. They do great scones in 1927 and…"

"Doctor…" the Professor cut in, and they looked at the sun as it seemed to have developed a sinister face.

"You're going to fight it, aren't you?" Clara realized.

"We may be about to do that, yes."

"It's really big."

"I've seen bigger," the Doctor shrugged.

She looked at him, "Really?"

"Are you joking? It's _massive_."

The Professor shook her head, "I've seen _much_ bigger actually," she remarked as they looked at her, "What?"

"I'm staying with you," Clara determined.

"No, you're not," the Doctor said.

"Yes, I am. I can...assist."

"No, you can't."

"Because _I _will," the Professor replied.

The Doctor winced, "No, you won't either."

She turned to him, crossing her arms, "Excuse me?"

He reached out and took her hands, "Please," he said quietly, "I need you to go back there," he nodded at the city.

"And leave you alone?" she shook her head, "Not gonna happen."

"No, I…" he smiled, cupping her cheeks, "I need you to sing. I need you to sing to me. I need to hear your voice calling to me in the darkness," he told her, whispering to her, "Get them to sing. They use it to keep him asleep, use it against him, wake him up, force him to face me."

She frowned, biting her lip, _not _liking that plan at all, his plans…usually _never _worked. But she knew what he was doing. They both knew what could stop the sun, but…they hadn't wanted her to give up her mother's ring, the same went for her father's leaf.

"What about that stuff you said?" Clara agreed with the Professor's reluctance, "'We don't walk away.'"

"No," he agreed, though his eyes and attention were on the Professor, "We don't walk away. But when we're holding on to something precious, we run. We run and run as fast as we can and we don't stop running until we're out from under the shadow," he kissed her hands, "We run towards the song in the quiet," he told her, kissing her quickly, "Now, off you pop," he instructed, "Take the moped."

She sighed and straightened his tie, "Have a nice walk."

He kissed her once more and turned for the door, heading out into the temple and looking out at the sun, "Any _actual_ ideas?" he asked himself, he'd mostly said that to calm the Professor, wake up the sun, yes, force it to face him, yes…but then what?

"No, didn't think so. Righty-ho, then."

~8~

The Professor raced the moped back to the amphitheater with Clara and Merry, Aeon having forced himself back into his smaller size to fit in her bag, the three of them jumping off it as they ran to the platform's edge and stared at the pyramid.

~8~

"Lordy," the Doctor breathed.

~8~

"Isn't he frightened?" Merry asked as she held Clara's hand.

"I think he is," Clara nodded, "I think he's very frightened."

"He is," the Professor said, her gaze on the pyramid, feeling Aeon squirming in the bag beside her, "I can feel it."

"I want to help," Merry called.

"So do I," Clara nodded.

"You can," the Professor said, looking out at the temple, her hands clenched into fists, her eyes starting to fill with tears, "What are the words Merry?"

"What?" the girl looked up at her.

The Professor didn't take her eyes off the temple, "The words to the song that will wake him up."

"You want to _wake_ him?!" Clara gaped, she and Merry hadn't heard the Doctor's hushed instructions.

"Merry…" she glanced back, "Trust me. What are the words?"

"Rest now, my warrior, rest now, hardship is over," Merry recited, "Live, wake up, wake up and let the cloak of life cling to your bones, cling to your bones."

"That's it then?"

"Yes."

"Right then," the Professor swallowed and stepped onto the platform.

"But you don't know the song!" Merry cried.

"I don't need to know the music," she countered, "Just the words, just the language…"

And then she opened her mouth and a beautiful song began, words no one could understand, sounding so ancient and important, but so fleeting in their minds that they couldn't even hold a syllable of it.

"_Rest now, my warrior_," the Professor sang, in Gallifreyan, knowing that the Doctor would need the strength, knowing the language could stop the sun, "_Rest now, hardship is over…_"

~8~

"_Live, wake up, wake up!_"

The Doctor smiled, closing his eyes as he listened to the beautiful voice of his Bonded carrying to him, so lovely, so strong.

"Ok, then," he nodded, leave it to her to come up with a plan just for him, "That's what I'll do. I'll tell you a story."

"_And let the cloak of life cling to your bones..._"

~8~

"_Cling to your bones,_" the Professor continued, "_Live, wake up…_"

Merry frowned, realizing what the Professor was singing in the strange language, the words she'd just told her. She turned around, seeing the crowd was confused as well, and started to sing with her, in English, so the others could follow.

"Wake up!" she sang, encouraging the crowd, "And let the cloak of life cling to your bones..."

"_Wake up, and let the cloak of life cling to your bones…_"

~8~

"_Cling to your bones…_"

The Doctor smirked and pointed at the amphitheater, "Can you hear them? All these people who've lived in terror of you and your judgment? All these people whose ancestors devoted themselves, sacrificed themselves, to you…can you hear them singing? Can you hear my Bonded, leading them along? You've never seen her lead, but she has led so many."

"_Live…wake up..._"

"You like to think you're a god. But you're not a god. You're just a parasite eaten out with jealousy and envy and longing for the lives of others. You feed on them. On the memory of love and loss and birth and death and joy and sorrow. So...come on, then. Take mine. Take my memories," he smirked, "But I hope you've got a big appetite. Because I've lived a long life…" he flinched as a tendril of light from the sun struck him, "And I've seen a few things…" and another, sucking his life and memories with it.

~8~

"_Wake up and let the cloak of life cling to your bones..._" the Professor sang, her voice shaking, tears falling as she heard him speaking in her mind.

'_I walked away from the Last Great Time War. I marked the passing of the Time Lords. I was nearly responsible for the death of the only woman I have ever truly loved…_'

~8~

"_Cling to your bones…_"

"I saw the birth of the Universe and I watched as time ran out," he continued, a tear falling from his eye, "Moment by moment, until nothing remained. No time. No space. Just us! I've walked in Universes where the laws of physics were devised by the mind of a _madman_. I've watched Universes freeze and creations burn. My Bonded has known suffering like you cannot imagine. And faced things you could never ever face. We've seen things you wouldn't believe. We've lost things you'll never understand. And we know things. Secrets that must never be told. Knowledge that must never be spoken. Knowledge that will make parasite gods blaze!" he tugged on his bow tie, "So come on then!" and spread his arms wide, "Take it! Take it all, baby! Have it! You have it all!"

He waited, watching as the sun grew darker, the tendrils withdrawing, and hung his head…spent.

"_Wake up…_"

~8~

"_Wake up…_" the Professor finished with a gasp, hopping off the platform suddenly and grabbing Clara's hand, "We need to go, now!"

"Why? It's working," Clara countered.

"Not for long," the Professor remarked as the sun blazed, growing brighter, expanding, making Clara gasp and Aeon hiss, "Get on!" she shouted, hopping on the moped, "And bring your book!"

Clara grabbed her '101 Places to See' and hopped on, the two speeding off.

~8~

The Doctor fell to his knees just as the Professor and Clara ran in, the Professor moving to his side, kneeling before him, taking his head in her hands, "You idiot," she breathed, kissing him hard, wiping his tears away with her thumbs.

"Oh, NOW you kiss me when I'm being one," he murmured, laughing a bit as Aeon the kitten squirmed against him, scooping the little creature into his hands to pet, reassuring him he was ok.

"Still hungry?" Clara asked, facing the star as the Professor tried to help the Doctor to his feet.

"What's she doing?" he asked as she opened the book.

"This whole thing is about things that are precious," the Professor explained, "I am to you, you are to me, neither of us will give that up. We both know what else could stop that star, and now we have no choice. I told her about the leaf."

"I brought something for you," Clara held up the leaf, the same leaf her father had kept all those years, the reason he'd met her mother, "This. The most important leaf in human history. _The_ most important leaf in human history. It's full of stories, full of history. And full of a future that never got lived. Days that should have been that never were. Passed on to me. This leaf isn't just the past, it's a whole future that never happened. There are billions and millions of unlived days for every day we live. An infinity. All the days that never came. And these are all my mum's," her voice cracked as she watched the light drift out from the star and start to absorb the leaf.

"Eat up," the Professor called up to it, leading the Doctor beside Clara, "Are you full? You will be because there's quite a difference, isn't there, between what was and what should have been. There's an awful lot of one, but there's an_ infinity_ of the other. And infinity's too much. Even for your appetite."

They watched as the leaf disappeared, the light flying back to the sun, Aeon hissing at it as it left…till the sun imploded, leaving them in darkness.

The Old God was gone.

~8~

"You knew the leaf would stop him," Clara remarked as she sat on a chair in the side of the console, playing with Aeon in her lap, watching the Time Lords pilot the box back to the Maitland home.

"Yes," the Doctor said.

"And you still went to face that star, knowing the leaf would have worked instead."

"Yes," the Professor answered this time.

"Why?"

"When one has lost all they have," the Professor took the Doctor's hand, "They hang onto what's important."

"And that leaf was important to you," the Doctor added, "It was always a last resort. We were hoping I'd be enough for it," he smiled at the Professor, "I seem to be too much for most to handle."

"Not me though," the Professor smiled.

He grinned and pulled a lever, looking at Clara, "Home again, home again, jiggity-jig!"

Clara placed Aeon on the floor and moved to the doors, looking out, "It looks different."

"Nope," he looked at the monitor.

"Same house," the Professor nodded.

"Same city."

"Same planet."

"Same day, actually."

"That's a first," the Professor laughed, kissing his cheek.

"Hole in one!" he cheered, making Aeon meow loudly.

Clara closed the door, recognizing that noise, and looked back at them, "You were there. At mum's grave. You were watching. What were you doing there?"

The Doctor's exuberance faded as he turned to the controls, fiddling with them, "I don't know. We were just...making sure."

"Of what?"

They looked at each other, choosing their words carefully, "You remind u**s** of someone," the Professor told her.

"Who?"

"Someone who died."

"Well, whoever she was, I'm not her, ok? If you want me to travel with you, that's fine. But as _me_. Not a bargain basement stand-in for someone else. I'm not going to compete with a ghost."

The Doctor smiled, "No," he agreed, "You. No one else, Clara."

She smiled and nodded, turning to head out of the TARDIS as they watched her go.

"Oh!" the Doctor turned to the Professor, taking her hand as she grinned, and knelt on one knee, holding up her engagement ring, "They wanted you to have it," he told her, slipping it back onto her finger and kissing it before he stood and moved to spin her around, only to wince and pull back.

"What is it?" the Professor looked at him, seeing him rubbing his shoulder.

"Nothing," he said, though she could tell he was lying.

"Come here Theta," she called, tugging him to her. He stepped to her side, standing there as she pulled off his jacket and vest, placing them on the ground, and bow tie…which made him swallow as, usually when the bow tie came off, the rest of his clothes soon followed…which was made all the more true when she unbuttoned his shirt as well.

But then she moved to his side, frowning, "You've got a nasty bruise from where you tried to break down the stone door."

He winced, "Yeah…"

It wasn't his fault though, he didn't do well when children were in danger, his mind just…shut off.

The Professor smiled at that, she loved that about him, "Luckily for you, I have had many bruises in my life, and I know just what two things you need."

"Ice and heat?" he guessed.

"No," she laughed, "First…" she leaned in and kissed his bruise.

He beamed, tilting her head up to kiss her gently, "I feel better already," he whispered.

"Then wait till we get to number 2," she smirked, taking his hand and leading him off, Aeon distracted by a ball of twine that had rolled out of the Doctor's coat when the Professor dropped it on the ground.

"Where are we going?" he asked.

"Well, the second thing you need," she began, "Is a nice massage…and I find the best ones are given when you're completely at ease," she glanced at him, "Like in bed."

He swallowed hard, his eyes widening, before he dashed past her, pulling her with him.

He LOVED her massages.

A/N: Awww, I love Aeon :) I picked the name because (I think) it has Greek origins, like Theta, and has ties to meanings of life and eternity, which sort of represents what a Keroberos does, protects life for as long as life is there :) Though, I should warn you, I'm considering only keeping Aeon around for about 6 episodes, with a twist as to where he gets to, and bring him back in the next series :) Just a thought :)

A bit more about the relationship that Keta will develop with Clara here. They really are so old and, when I first saw Clara the Companion, I couldn't help but think, she would be just like I could see Keta's children/grandchildren being. And I felt, at first, that in this episode the Doctor and Clara almost seemed to have a grandfather/granddaughter relationship starting so I'm going to keep with that theme. She really is so young and them so old and, since they have each other, and children are on their minds, I could see their newest Companion being almost like a child to them...and with Aeon being so protective of her too it just works :)

And awww, the Doctor is so sweet, wanting to hear the Professor singing to him :) I think I listened to that scene 1,000 times trying to get the lyrics and things right so if it's off, sorry! I can say that him making her separate from him for this adventure will come back to bite him later ;) And...next chapter we're going to get a flashback! A very sweet one, woo! :)

Some notes on reviews...

I'm glad you all like the kitten/Aeon :) He's just SO cute! :) And I can say he'll be VERY protective of the Professor in one particular episode ;)

Lol, I can't watch the show either without picturing my OCs and then feeling sad they aren't actually there. I'm starting to think the writers are secretly reading my stories because I find things popping up in each episode that fits so perfectly to each OC it's weird :) Lol, I definitely thought of Evy too and every time I hear Angel (even about a Weeping Angel) I think of her :)

As for Fading...River is...complicated :) I'm a little sad she has a different relationship with Angel than the Professor or Evy too but I wanted to take her in a different direction :) River won't be quite as bad as Rose (if I continue that series) but remember, River is older/wiser/more trained than Rose was so she would probably be subtler. Won't say just how though ;)


	10. Cold War

A/N: Quick note to clear up possible confusion. **P**rofessor (capitalized) is the Time Lady and **p**rofessor (lowercase) is the human professor guy :)

~8~

Cold War

"Oh I can't wait!" the Professor cheered as she and the Doctor ran around the console, Aeon chasing after them as he tended to do whenever they got excited.

"Vegas here we come!" Clara laughed, excited as well, as she watched them work, their enthusiasm just made her all the more excited, she loved that about them. They were so old, she could see it in their eyes, but they had such life in them, such joy, a child-like quality in how they viewed the Universe, it made her just thrilled to travel among it and see its wonders.

"You know, I'm setting the coordinates for just after they opened the infamous 'Elvis Chapel,'" the Doctor winked at the Professor.

She laughed, "You're not seriously asking me to marry you in the 'Elvis Chapel' are you?"

"I thought you were already married?" Clara eyed them.

"Renew our vows?" the Doctor asked the Professor, taking her hand, kissing her wedding band and engagement ring.

"Not in the 'Elvis Chapel,'" the Professor tapped him on the nose, "We got married in Queen Elizabeth's court! We need to renew our vows on the Starship UK or something."

Clara blinked, "You've met Queen Elizabeth?!"

"Met," the Doctor nodded, "Saved her life…"

"And then managed to insult her," the Professor added as the Doctor winced, "She wants to behead both of us now," she laughed as Aeon hissed at that, "Not that I think she'll ever get the chance will she?" she scooped up the kitten, tapping it on its nose as well, "Not with you to protect us eh?"

Aeon mewed happily, nuzzling his head to the side of her finger till she scratched him on the top of the head.

Clara shook her head at them, noticing the Doctor watching the Professor with a soft smile as she cuddled the kitten, when the TARDIS touched down.

"Right, let's go!" the Doctor shouted, grabbing the Professor's hand and pulling her to the doors.

"No, Doctor wait!" the Professor tried to tug herself back, "I didn't get a chance to run the environment checks and…"

He just threw open the doors with a cry of, "Viva Las Vegas!"

Only to fall right out of them as the room they were in, the room that was slowly filling with water, shook.

The Professor managed to keep her footing enough to grab Clara as she half-fell out of the TARDIS too, steadying her as they looked around. The appeared to be in a submarine that was quickly taking on water, it was everywhere, pooling at their feet, shooting out of the walls, falling from the ceiling…not good.

And Aeon didn't seem to be very happy with it either as he hissed at the water pouring onto him. The Professor quickly buttoned up her jacket and tucked him inside, trying to shield him from the water.

"Intruders on the bridge!" a young shipman called.

"Who the hell are you?" an older man, clearly the captain given his uniform, his Soviet uniform, demanded, shouting over the alarms blaring.

The Doctor pulled his sunglasses off and put them in his pocket as the Professor looking around at all the machines going crazy.

"Not Vegas then!" Clara gasped, getting soaked.

"No," the Doctor said.

"Oh this is much better!" the Professor cheered, rushing to the Doctor and kissing him quickly, she had to admit her latest body seemed to love the adventures, to be just as excited as the Doctor for them, and this…oh this was Christmas!

'_Oi!_' the Doctor pouted, '_That wasn't on your Christmas list!_'

If it had been, he'd have gotten them trapped on a sinking submarine ages ago.

She smirked, '_Doesn't have to be, everyday with you is Christmas._'

The Doctor grinned at that and reached out with both hands to push her soaking wet hair out of her face.

"A sinking submarine?" Clara gaped at the Professor.

"A sinking _Soviet_ submarine!" the Doctor corrected.

"Break out side arms!" the young shipman called, "Restrain them!"

"410," another young man reported from the monitors, "420! Turbines still not responding!"

"They've got to!" the captain turned to him.

"Ah!" the Doctor cheered, holding up his sonic, scanning, as he showed the Professor the results.

"Sideways momentum!" she called, her eyes wide as she saw the reading, "You've still got sideways momentum!"

"What?" the captain turned to her.

"A submarine's propellers work independently of the main turbines. You can't stop her going down but you can maneuver the sub laterally! Do it!"

"Get these people off the bridge now!" the young shipman ordered as two men moved to grab the Doctor and Professor.

The Professor rolled her eyes and grabbed a shipman's wrist as soon as his hand was on her, turning and twisting under his arm, pulling it behind him, right up his back, "Really, why do the humans NEVER listen?"

The crew just stared at her, holding one of their men hostage in one hand, another hand clutching her jacket closed more to protect a kitten, acting as though she were just having a normal conversation.

"Just listen to her," Clara called, nearly falling back against some equipment, "For God's sake!"

"Geographical anomaly to starboard," the Doctor added, holding up the sonic, "Probably an underwater ridge."

"How do you know this?" the captain frowned.

"Look, we have just a chance to stop the descent if we settle on it. Do it!"

"600 meters, sir," the young man at the control banks reported, "610..."

"Or this thing is going to implode!" the Professor added as the man before her hissed, her moving his arm more.

"Lateral thrust to starboard, all propellers!" the captain ordered.

The man looked back, "Sir?"

"Now!"

"You're going to let these mad people give the orders?" the young shipman gaped.

"Lateral thrust!"

"Aye, sir!" the young man at the controls called, "660...680..."

They all froze, waiting…when the shaking started to lessen, and stop, the submarine's descent stopped. The Doctor smirked and put his sunglasses back on, "You may want to let him go now dear," he added to the Professor.

"Oh!" she laughed, releasing the man, "Sorry."

"Descent arrested at...700 meters," the young man reported.

"It seems we owe you our lives, whoever you are," the captain eyed them as the Doctor put his arm around the Professor's waist.

The Doctor was wearing his typical attire, with his sunglasses on, while Clara had a lovely sleeveless white/grey dress that went to her knees with a flowing skirt. The Professor had, at first, thought to treat the Doctor a bit and gone with a strapless light pink dress with the fabric crossing and tucking in on itself in the front, and a flowing skirt that went to her knees with little pink flats on and her hair up…till she realized she was exposing her legs, her arms and her shoulders and back to the poor man.

His hearts just couldn't take it and he'd openly gaped at her, till she'd swung on her jean jacket to compensate a bit, give him a bit less of a distraction.

Not that it really helped, he was always distracted by her.

"We'll hold you to that," the Professor nodded.

"Might come in handy!" the Doctor agreed.

"Search them," the young shipman, clearly the second-in-command, ordered, "Yes, I know, they're women. Now search them!"

The crew pushed the three of them back against a pole in the middle of the bridge, Aeon hissing at the men for pushing his mistress and master, already in a foul mood because he was wet.

"Eh?" the Doctor shifted as he was searched, "Ooh!"

"Are we going to be ok?" Clara asked them as the crew hesitated to search her.

"Oh, yes," he nodded.

"Is that a lie?"

"Oh yes," the Professor laughed, suddenly grabbing a man's hand as he reached for her dress and pulled his fingers back towards his wrist, driving him to his knees, "Only the Doctor can touch me," she warned him, leaning over to look in his eyes, before glancing at the rest of the crew, "Try it and I'll actually _break_ your fingers instead."

The man winced and pulled his hand away.

"May want to control the violence dear," the Doctor called, though he couldn't help but grin, he _really_ loved how he was the only one allowed to touch her, "Very dangerous time. East and west standing on the brink of nuclear oblivion. Lots of itchy fingers on the button…"

The Professor laughed, "No one's got an itchier trigger finger than me though," she nudged him, "And I'm not about to let them start a war."

"Isn't it always like that?" Clara asked.

"Sort of," the Doctor nodded, "But there are flash points and this is one, hair, shoulder pads, nukes. It's the '80s. Everything's bigger!" he frowned as his pockets were searched, a ball of twine, a Barbie doll, and the sonic pulled out, "I'd like a receipt, please," he moved to grab the sonic.

But the captain took it, "What is this?"

The sub suddenly tilted before he could answer, Clara losing her balance, "Clara!" the Doctor lunged for her.

"Doctor!" she gasped.

"Clara!" the Professor jolted for her, when the TARDIS started to disappear.

"No, no, no, no!" the Doctor turned to it, "No, not now!"

"I told you not to reset the HADS!" the Professor shouted, scooping Aeon out of her jacket and placing him in the Doctor's hands, turning to Clara as she fell to the side, bumping her head on the way down, falling under the water…the Professor rushing after her below the water to get her up again.

~8~

Clara slowly came to, to the sounds of the Doctor and Professor arguing with the captain in one of the darker halls, less water around them now, the Professor's jean jacket over her shoulders with Aeon curled up on her lap though his little eyes were narrowed at the crew that stood with the captain as though guarding her. She smiled and scratched behind the kitten's ears at that, he was just like the Doctor and Professor had been when she first met them, guarding her.

"Captain, we didn't know the type of your ship out here..." the Professor was rolling her eyes, clearly trying to convince the man of something.

"Yeah, well, that's till the rescue ship comes," the captain glared.

"If it comes!" the Doctor scoffed, his arm around the Professor's waist, doing his level best not to look at her in her dress, in her wet dress, not that anything was revealed, the crew would probably be dead if anything was, he'd have killed them for looking at her, but…it was clinging to her more and was making it even harder to concentrate since she'd given Clara her jacket, Clara being in a white dress and all. He had to admit, he did NOT want the crew looking at Clara like that either, ever since the Professor had brought up how old they were and how young Clara was and he'd realized how similar she was to a Susan who might have had the Professor as a grandmother…he'd begun to see the girl as a sort of granddaughter as well.

Which made it his duty to protect her from men that might take advantage of her.

"Oh, the sinking is just a coincidence, is it?" the captain looked at them, "Who _are _you?"

Clara slowly moved to stand, Aeon in her hand as there was still quite a bit of water around them, but at least it wasn't pouring _on_ them anymore. She winced, rubbing her head, her movement of standing distracting the Time Lords enough for the captain to push the Doctor against a wall…

When something pressed to the back of the man's head and started to whirr, "Step away from my husband captain," the Professor said, quite calmly for holding her blaster to the man's head with the startled crew surrounding her, all of them with weapons.

The captain tensed, feeling the weapon, and let go of the Doctor, stepping back, his hands up.

"Thank you," she nodded, lowering her blaster and moving to the Doctor's side, tweaking his bow tie, "You alright?"

He smiled at her, reaching out to touch her face, "Brilliant," he kissed her quickly.

"Now, what should we tell them?" she nodded to the side.

He sighed, "You know what? Just this once, let's try no dissembling, no psychic paper, no pretending to be Earth ambassadors…"

She shrugged, "Fine with me."

He grinned, turning to face the captain, his arm around her shoulders, "I'm the Doctor, this is the Professor, and that's Clara, we're time travelers. Clara, you ok?"

"Think so," Clara commented, petting Aeon as the kitten tensed in her hands when the captain had shoved the Doctor back, but luckily the Professor had been quick enough in her draw that the kitten had calmed and not transformed.

"Time travelers?" the captain eyed them, skeptical.

"We arrived here out of thin air," the Professor reminded him, "You saw it."

"I didn't!" an old man in the back of the group called, wearing headphones around his neck.

"Your problem, mate, not ours," the Doctor countered.

"We were sinking..." Clara frowned, trying to remember what happened.

"Yes," the Professor nodded.

"What happened?"

"We sank," the Doctor finished.

"No, what happened to the TARDIS, I mean?"

The Doctor winced, "Never mind that. Listen...captain, breath's precious down here. Let's not waste it, eh?"

"You're right," the captain nodded, "Maybe I can save a little oxygen by having you lot shot!"

"Try it and see if I can shoot you faster than you can draw your weapon," the Professor commented offhandedly, wiggling her blaster at him.

"What does it matter how we arrived?" Clara asked, having been warned of how itchy the Professor's trigger finger could be, "The important thing is to get..."

The Doctor pointed at Clara for her effort, smiling at the captain…oblivious to the growling coming from behind him, though the Professor stiffened knowing what it was, recognizing the sound…that and the crew were now staring at them stunned.

"…out," Clara breathed.

"Exactly!" the Doctor cheered, "Number one priority, not suffocating!" he leaned forward to pat the captain's chest, "Eh? Finally, seeing sense! Now, what sort of state is the sub in?"

"Dear?" the Professor called and he looked at her, though she held out a hand at the sputtering and hissing Aeon, signaling to the kitten that it was ok, that everything was under control and there was no danger, she did NOT want her kitten shot by the crew should he turn into a tiger before them, the thing behind them would be more than enough to set them on edge, "I believe an Ice Warrior is behind us."

He blinked, "Really? What's it doing in a submarine?"

She shrugged, "Let's ask it," she smiled, excited, and they spun around to see a large reptilian mouth peeking through from the bottom of a helmet, the rest of the large creature covered in thick, heavy armor.

"Ah..." the Doctor nodded, eyeing it, "It never rains but it pours."

"More like floods," the Professor sighed, putting away her blaster, knowing that having a weapon, or any hostile action being taken, would make the Ice Warrior attack.

"_Aeon,_" she called, in a language the others couldn't recognize. Clara frowned, it wasn't quite the same language she'd heard the woman sing in, "_Everything is alright, do not transform._"

The Doctor nodded, hearing her command in the language of Clow, the kitten's native language. The Keroberos were mildly telepathic creatures, they could tell when their family was in danger despite not being near them. It meant that the kitten could adapt to the use of Gallifreyan, to understanding it like it naturally understood the language of Clow. However, they tended to use English mostly during their travels and the TARDIS translation circuits helped the kitten understand them and those around them. But right now they did _not_ want the crew to know that the kitten could turn into a tiger and they needed a way to command him not to transform without the others understanding.

"We were drilling for oil in the ice," the old man behind them explained, shrugging off the odd language, they already knew that the three were foreigners, "I thought I'd found a mammoth."

"It's not a mammoth," the Doctor said.

"No."

"What is it, then?" Clara leaned forward, stepping up between them but still behind them, clutching Aeon close, knowing that the kitten could become such a huge cat, made her feel safe, even if he was in his kitten form at the moment.

"It's an Ice Warrior," the Professor repeated, "A native of the planet Mars."

"And we go way back," the Doctor sighed, "_Way_ back."

"A Martian?" the captain scoffed, "You can't be serious."

"I'm always serious," he said, when the Professor snorted, "With days off."

"Oh I_ love_ those days," the Professor turned to him, "You being serious is _such_ a downer," she told him.

"What you don't like the frowny, serious face?" the Doctor pulled one, turning to her as well, the humans staring at them for how they were disregarding the monster right behind them.

"Oh I love it," she nodded, "Because then I get to think of ways to turn the frowny face into a _very_ _happy_ one," she smirked suggestively, trailing her finger down the buttons of his shirt, loving how he shivered.

"Yes," he swallowed hard, reaching out to take her hand to stop her, but still holding it, "You have a…_very_…strong imagination."

"But then again, your playful days are quite fun too," she added, "I love playful you very, _very _much."

He grinned, tugging her closer, his free hand trailing up her arm, making _her_ shiver this time, "I'm only ever that playful with you," he told her, leaning in to bop his nose to hers a moment, "You make me that happy…"

"Happy happy?" she joked, recalling their trip to New New York.

"More than happy happy, so happy that…"

"Doctor!" Clara shouted, cutting in, "Professor! Monster first, flirting later! Please!"

Really, how DID they manage to DO that?

"Just keeping it light," the Doctor sighed, the moment ruined.

"We need to keep everyone calm," the Professor added, especially Aeon, though, a quick glance at the kitten told her he was much more calm, something about seeing them relaxed around the present threat seemed to reassure him that they didn't think there was a danger, "Not scared. Scared and angry are when people make mistakes."

"_They're _scared?" Clara scoffed, "_I'm_ scared!"

One of the soldiers came up behind Clara, a gun in hand, aiming it at the Ice Warrior, the Ice Warrior lifting its own weapon at him, when the Professor rolled her eyes and grabbed the man's hand, pushing the gun away with her left hand and bringing her right fist down onto his wrist, getting him to let it go and let her take it. She quickly dismantled it and threw the pieces on either side of her.

"Try that again and I'll break your wrist," the Professor warned as the Ice Warrior lowered his gun, "Doctor?" she looked back, gesturing for him to speak to the Ice Warrior.

He pouted, glancing at the Ice Warrior, "How come _I _have to talk to him, YOU were in Intergalactic Relations."

"Yes and I'M also a soldier, he'll be more willing to fight me than listen to me," the Professor reminded him, walking back over to him, "And YOU were the one who _met_ them before."

He sighed, "Right right," and turned to the Ice Warrior, "I'm sorry," he told it, "You've been lying dormant in the ice for…for how long?" he looked at her, "How long would you say, Professor?"

"By my reckoning, 5,000 years," the old man called as the Professor went to open her mouth.

They blinked, looking at each other, before turning to him, "You're a professor?" the Doctor asked.

"Yes?" he frowned, confused as to what that had to do with anything.

"Huh," the Professor nodded, "That'll get confusing."

"How so?"

"I'm a Professor too," she shrugged.

"Ah. A professor of what?"

She laughed, "That's almost as bad as Doctor who?" she tapped the Doctor on the nose and looked back at the human professor, "Lots of things."

"What do we do?" the Doctor asked, "We can't call you both Professor…"

The Professor hummed, "Call me Katherine then, been a long time since I got to go by that," she shrugged.

The Doctor smiled, "Katherine Smith," he kissed her wedding ring lightly.

"John Smith," she countered.

"My wife."

"My husband."

"My Bonded."

"MY Bonded."

"My…"

"Seriously!" Clara shouted, "Huge monster with a_ gun_ right behind you and you're _flirting_!"

"Right," the Doctor winced, looking back at the Ice Warrior, it probably _wasn't _the best idea to ignore the warrior, might be just a bit rude, "5,000 years you've been trapped. That's a hell of a nap. Can't blame you if you've got out of the wrong side of bed. Nobody here wants to hurt you. So please, just…why don't you tell us your name?"

"What're you talking about?" the captain frowned, "It has a name?"

"Of course it has a name," the Professor rolled her eyes, "And a rank," she pointed to a few intricate designs on the alien's armor, "This is a soldier. And he deserves our respect."

"This is madness. That is a _monster_!"

"Skaldak," the Ice Warrior spoke.

And the Time Lords froze.

"What did you say?" the Professor blinked at it.

"I am Grand Marshal Skaldak."

The Doctor closed his eyes a moment, "Oh, no…"

Skaldak suddenly let out a roar as electricity surged around him, falling face down into the water, revealing the second-in-command behind him, with a cattle prod. Aeon hissing at the sudden attack.

"You idiot!" the Professor glared, "That was Grand Marshal Skaldak! Sovereign of the Tharsisian caste, vanquisher of the Phobos heresy. The greatest hero the proud Martian race has _ever _produced!"

"You...know him?" Clara eyed her, trying to calm the kitten as it struggled in her hold.

"Of course I know him…" the Professor reached out and scratched Aeon behind the ears quickly, soothing the little ball of fur.

The Doctor frowned at her, "You said _I _was the only one who met them…"

"I know OF him then," she rolled her eyes, "I kept a close eye on you on Gallifrey Doctor," she reminded him, nudging him a bit, "Intergalactic Relations, I could see what was going on anywhere, why do you think I subjected myself to that job in the end? It was the only way I could know where you were and what you were doing. They never let me find you, but I at least knew what was happening."

"But you never came to see me when I came home…"

"They never let me," she smiled sadly at him, reminding him of that, "I tried, I DID try, but _every time_ you were on your way, the High Council would send me across the planet and keep me there, keep the meetings going till you'd left," she looked at him softly, "You really think I'd ever have let you be subjected to a trial alone if I could help it?"

He shook his head at that, she would have been right their beside him, "I always tried to find you when I DID come back," he told her quietly, "I stayed as long as I could before Mayra ended up trying to find me again and _talk_ to me…" he shuddered, "I lived for the hope that I'd see you just once more before I had to leave and it broke my hearts to have to go without you each time…"

She kissed him gently, "It broke my hearts that I couldn't join you, for all my 27 brains I couldn't work out a plan to get around the High Council's eye and see you…"

"Perhaps 28 would have helped," he laughed, pulling her to him to kiss her again…

Clara blinked, glancing down at Skaldak, and them again, "Doctor…Professor, er Katherine…Ice Warrior rotting on the floor?"

But they just kept going…though it seemed to calm down Aeon quite a bit.

The captain looked at Clara, "So what do we do now?"

She sighed, "Wait for them to stop and then come up with a plan."

"And how long will that take," he glanced back at the duo.

Clara shook her head, "I honestly have no idea…"

~8~

It had only taken minutes really, when their respiratory bypass systems, for how strong they were, were FINALLY deprived of air, for them to pull apart and order the crew to chain Skaldak up.

They'd managed to chain him to the pipes of the torpedo room only moments before he began to wake, which made Aeon hiss, before they left the crew to finish the job as they headed to the communications room, the three of them with the captain, second-in-command, and the professor as well. The professor was sitting against the back wall, his headphones around his neck, absently listening to a song over them, smiling and chuckling quietly under his breath as Aeon pawed at his legs and he played with the little kitten. It seemed the kitten had taken to him after finding out he was a professor too.

"The Ice Warriors have a different creed," the Professor was explaining to the captain, "A different code. By his own standards, Skaldak is a hero."

"It was said his enemies honored him so much they'd carve his name into their own flesh before they died," the Doctor added.

"Oh, yeah, very nice," Clara grimaced, "He sounds lovely."

"An Ice Warrior?" the captain shook his head, "Explain."

"There isn't time!" the Doctor shouted.

"Try me."

"Fine," the Professor huffed, "Martian reptile known as the Ice Warrior."

"When Mars turned cold they had to adapt," the Doctor continued, Clara face palming, knowing what was coming.

"They're bio-mechanoid cyborgs."

"Built survival armor so they could exist in the freezing cold of their home world."

"But an increase in temperature, and the armor goes haywire."

"Which is a bit of a design flaw that I've always wondered why they never sorted."

The captain stared at them, "Do you…"

"Yes!" they shouted, knowing he was going to ask a question they'd heard probably more times than 'Doctor Who?'

"Like with the cattle prod thing?" Clara got them back to point, ignoring their shared speech for the moment.

"Like that cattle prod thing," the Professor nodded.

"Oh, look," the Doctor remarked sarcastically, "You've got us telling you about them and we said there wasn't time!"

"Is he _that_ dangerous?" Clara asked.

"This one is," the Doctor nodded.

"Not as much as me though," the Professor shrugged, "If he tries anything Clara, I'll stop him, don't worry."

Clara just frowned, they made little comments like that all the time and, she didn't know why but, every time they brought up how the Professor was some sort of epic soldier…she couldn't quite believe them…she was just…so _nice_. Yes, she had a blaster, but the Doctor had a sonic, it as almost the same thing. And yeah, the Professor was good at defending herself, but one of her best mates taught a defense class and she was just as good so it could just be that.

The Professor looked over, hearing a small beeping starting to come from the professor's headphones and frowned, the man didn't seem to notice it, he was far too focused on using his shoelaces to dangle above Aeon, the kitten swiping at them. But _she_ noticed. She glanced at the Doctor, the two of them nodding, recognizing what it was.

"Why are we listening to this nonsense, captain?" the second-in-command demanded, "These people are clearly enemy agents."

"Eh?" Clara frowned.

"Spies, captain!"

"Pretty bad spies, mate. I don't even speak Russian!"

The Doctor tried to shush her while the Professor focused on the beeps, decoding the message.

"What?"

"I don't..." Clara moved to repeat, before realizing something, the Doctor had said it was a Soviet sub and she could understand them, "Am I speaking Russian? How come I'm speaking Russian?"

"Now?" the Doctor scoffed, "We have to do this _now_?"

"Are they speaking Russian?"

"Seriously? Now?!"

"It's the TARDIS translation matrix," the Professor said, moving over to the professor and taking the headphones, listening to the beeps closer.

"In my opinion, Comrade Captain, this creature is a Western weapon," the second turned to the captain.

"Are they?" Clara continued to ask the Doctor.

"Yes!" the Doctor huffed, "They're Russians!"

"A weapon?" the captain frowned at his second.

"Survival suit," the man nodded, "What is the alternative? The little green man from Mars?"

"Correction," the professor remarked, "It's a _big _green man from Mars."

"I do not appreciate your levity, professor," the second glared.

"And I don't appreciate your tone, boy," the Professor glared right back, despite knowing he was talking to the _other_ professor.

"Boy?" the man scoffed.

The Professor's eyes narrowed more, "I'm 1202, yes, you ARE a boy."

The man blinked and shook his head, clearly thinking she was lying.

"Why does that not surprise me?" the professor muttered, seeing his disbelieving expression, "Maybe they're telling the truth."

"The truth?" the man nearly sneered.

"Yes. A revolutionary concept, I know."

The Professor laughed, "Oh I like you," she patted the professor on the shoulder, "You know, you're the first professor I've liked in a long time?"

The Doctor frowned, "Really?"

She nodded, "Think about it, professor Lazarus turned into a skeletal scorpion and tried to kill us, I had to stab his eye out with a fire poker just to stop him," the captain and second stiffened at how casually she was talking about that, "Professor Yana turned into the Master and slaughtered half the Earth…then got me shot. We didn't get to know professor Peach much before he was killed by a giant wasp, professor Hobbes submitted to mass hysteria and tried to kill you, professor Bracewell ended up being a Dalek bomb and even though it wasn't his fault still makes me uneasy about it all…"

"And River?"

"She's my goddaughter, not a professor," the Professor remarked with a smile, "Even if she is an archaeologist."

The Doctor laughed, "Fair dos."

"Well thank you," the professor nodded along, scooping Aeon into his lap to pet the kitten, not really believing half of what she said but liking that she liked him, "Us professors must stick together then."

"That we must," she laughed.

"It's essential that we inform Moscow of what we have found!" the second shook his head and turned back to the captain.

"The radio's out of action, in case you hadn't noticed, Stepashin," the captain rolled his eyes.

"They have our last position. They will find us. When they do..."

"Yes?"

"Well, the Cold War won't stay cold forever, captain."

"For God's sake, Stepashin, you're like a stuck record! We have other priorities right now. I want you back on repairs immediately, we need to keep this ship alive. Dismissed," Stepashin just glared at the Doctor and Professor as they eyed him, amused, "Dismissed, Stepashin," the captain repeated.

Stepashin huffed and stormed out of the room.

The Professor rolled her eyes at the man's tantrum and looked at the captain, "All we needed to do was let Skaldak go and he'd have forgotten us. But you've attacked him. You declared war. 'Harm one of us and you harm us all.' That's the ancient Martian code. And he's calling in the troops," she held up the headphones.

"You hear that?" the Doctor gestured at them, "Skaldak's sent out a distress call. He'll bring down the fires of hell just for laying a glove on him!"

"Unless you talk to it?" the captain eyed them.

"We're the only ones who can," the Doctor nodded, reaching out to take the Professor's hand, "Between my history with them and her negotiation skills…"

"No," the captain cut in, "Out of the question. We're not losing you. I'll do it."

"What?" the Doctor scoffed.

"You can talk to it through me."

"Skaldak won't talk to you," the Professor remarked, "You're an enemy soldier!"

"How would he know that?"

"Besides the fact he saw you standing there in the same uniform as the men who electrocuted him and changed him up?" the Professor stated, as though it should be obvious, "A soldier knows another soldier, doesn't he?"

The captain stiffened, but had to relent. He'd been able to tell she was a soldier the moment he saw her, just from how she carried herself.

"He'll smell it on you," the Doctor agreed, "Smell it on you a mile off."

"And he wouldn't smell it on either of you?" he countered.

"Just let us in there before it's too late," the Professor insisted.

"It can't be you or any of your men," the Doctor agreed.

"Well, it can't be you!" the captain glared.

Clara cleared her throat, making them look at her, "Well, there really is only one choice, isn't there? I don't smell of anything...to my knowledge."

The Doctor started to smile and nod, the Professor proud of the girl for offering, before he shook his head, realizing the danger, his hearts giving a little ping at the slight familial protectiveness that flashed in him, she was so young, she shouldn't be facing down an Ice Warrior, and so…he put his foot down, "You? No! No! No way. You're not going in there alone, Clara. Absolutely not! No, no. Never!"

Clara blinked and turned to the Professor, who sighed, "Come on, I'll get you set up."

"Professor!"

"What?" the professor looked up from playing with Aeon, far more amused by the little tiger colored kitten than what the others were talking about.

The Doctor blinked, and corrected, "Katherine!"

Which only made the women laugh.

~8~

The Doctor sat in front of a screen and microphone in the communications room, the Professor having escorted Clara to the torpedo room, waiting outside the door for the girl, should anything happen to her, watching them both through the cameras. He looked down when he felt Aeon pawing at his pants, the Professor had requested he keep the kitten there in case anything went wrong so he wouldn't attack. It was so sweet how the kitten wanted to protect them, but they were both very capable of protecting themselves and the kitten was really more naturally bred to protect children. It had been his way of showing her he believed they'd have them one day.

He smiled and scooped the kitten up, setting Aeon on his lap…only for the kitten to hiss, unable to see anything over the edge of the table. He laughed and picked the kitten up gently by the scruff of the neck to place him on his shoulder on his stomach so he could see the screen. He reached up and petted him as Aeon nuzzled the side of his head in thanks.

He took a breath, seeing the Professor setting up the headset the captain had given them on Clara's head, "Ready, Clara?" he called.

"Yeah," she called back.

He watched as the Professor nodded and opened the door to the torpedo room, allowing Clara in.

"Ok," he began as the door shut behind Clara, a quick flash of the sonic allowing the screen to split, showing him both Clara inside the room and the Professor outside it, "Repeat after me…Grand Marshal Skaldak…" he waited till she did so.

'_Don't forget the salute,_' the Professor reminded.

"Do the salute just like the Prof...Katherine...showed you," he instructed as she put her right fist to her chest a moment, Skaldak's hiss audible over the speakers.

"Ok?" Clara asked quietly.

"Good," he nodded, "Good. Now, like we rehearsed…Sovereign of the Tharsisian caste...by the moons, I honor thee," he waited a moment, "Good. It's ok, Clara. Go closer," he watched her walk nearer, "Now…Grand Marshal, I'm...we're sorry about this…it's not what you deserve…"

He looked up as the power went out.

"Oh!" Clara swallowed, "Oh, great."

'_Kata…_' he looked at her section.

'_I'm fine Theta, remember the app?_'

He smiled, watching as she held up her blaster at the camera, a small light shining up at him. She'd added an app to her blaster, a small light on the top of it, so she was perfectly calm, though Clara looked a little nervous, "Hey, it's ok, Clara," he worked on calming her while she picked up a small torch, "Keep going, remember…you're a long way from home…5,000 years adrift in time. Please, let us help you. You're not our enemy…"

"And yet, I am in chains!" Skaldak countered over the radio, making Aeon hiss at the alien.

"Doctor, what do I say?" Clara breathed.

"Yes, Doctor. What should she say?"

"I think he wants to speak to the organ-grinder, not to the monkey," the professor remarked.

"I heard that!" Clara grumbled.

The Doctor shook his head, hearing the Professor laughing in his mind at Clara being called a monkey, she was about Jenny's age, and he'd called Jenny a monkey too, indirectly of course.

'_We should really let Jenny and Clara meet,_' the Professor remarked.

He laughed a bit at that, '_Jenny, our daughter, meeting Clara, our granddaughter._'

'_Imagine if River, our goddaughter, was there too._'

'_We have a lot of daughters._'

'_Now you see why I want a son so badly!_'

He smiled at that, '_I still want that little you._'

'_You've got three little mes running around but I've yet to get a little YOU._'

He nodded, thinking about that. Jenny was just like the soldier Professor, so strong and confident. River was so like her in her knowledge and attentiveness and ability to handle herself. Clara was like her in her sense of adventure and natural care. They really were all like little pieces of a puzzle that made up something of the Professor.

But…that was the thing. They weren't actually hers. Jenny was really the only one that came close, having his DNA, but…she was an echo. That progenation machine had been set for human DNA and when his had been added, it made her more of a hybrid. A far more resilient human, a human with a longer lifespan, but still…human. And she didn't share DNA with the Professor, not that it mattered, the girl was her daughter as far as she was concerned.

But he wanted a child that was truly and completely _theirs_.

He looked over as Aeon hissed beside him, glaring at the screen and realized he should probably get back to Skaldak, '_What should I tell him?_' he wondered to her.

'_Remind him this isn't anything he wouldn't have done himself by the customs of Mars,_' she answered, sensing an end to that particular conversation, for the moment.

He nodded, "You're restrained until we can trust each other, Skaldak," he called, seeing Clara had lowered the headphones so that Skaldak could hear _him_ speaking, "You would do exactly the same in our position and don't even think about using that sonic weapon Not in the torpedo room."

"I was fleet commander of the Nix Tharsis," Skaldak remarked, "My daughter stood by me. It was her first taste of action. We sang the songs of the old times. The songs of the red snow. 5,000 years, now my daughter will be...dust. Only dust!"

"No, no, no, listen. Your people live on, Skaldak! Scattered all across the Universe. And Mars will rise again, I _promise_ you. Just…let us help you."

'_Doctor…_' the Professor began.

"I require no help," Skaldak cried.

'_What?_' he tensed, hearing something else in her voice.

"There will be no help!"

'_I'm hearing two people moving in there…but one does NOT sound like its wearing armor…_'

His eyes widened, seeing Clara moving closer to the suit, well there was the one person moving at least, "Careful, Clara."

"I'm ok," she waved him off.

"No, listen, Clara, don't get too close!"

"I'm ok! Doctor, something's wrong…"

"I know," he sighed, "Clara…" he began as she reached for the suit, "The armor is empty," she touched it and the helmet fell backwards.

She jumped back, "It's not there! It's gone! It's got out!"

"It is time I learned the measure of my enemies!" Skaldak roared, "And what this vessel is capable of!"

"No, no, no, Skaldak!"

'_Kata get in there!_'

'_Working on it!_' she shouted and he saw her struggling with the door in the hallway, '_The power's sealed the door!_'

"Harm one of us and you harm us all!" Skaldak declared, "By the moons, this I swear!"

"Clara! Get out of there! Get out!" he leapt up and ran to the doors, pulling Aeon off his shoulder…only for the captain to pull his gun on him, making Aeon hiss, his hair standing up in the process, "I've never seen one do this before!" he held up a hand to the captain, "Actually, I've never seen one out of its armor before."

'_I have,_' the Professor remarked.

'_Really? When?_'

'_I'll tell you later dear, right now we need to help Clara!_'

He nodded and ran for the door as the captain lowered his gun, quickly placing Aeon into his vest to free his hands and keep the kitten safe and as dry as he could, there was water all over the floors and he didn't want the kitten to drown or anything.

"Won't it be more vulnerable out of its shell?" the professor asked, following him.

The Doctor paused, "No, it will be _more_ dangerous," he told them, rushing off, through the halls till he found the Professor outside the torpedo room, the woman with a small blowtorch in her hand as she cut through the automatic lock that had kept the door shut.

"Got it!" she cheered, throwing the door open, only for something to shove her and the Doctor back, Skaldak escaping.

"Clara!" they called, ignoring Skaldak for the moment in their rush to get her out, pulling her through the small round circular door and into the hall and hugging her as the captain and professor ran up.

"I'm ok," she breathed, "Ha ha, I'm ok, I'm ok! Where did he go? How did I do? Was I ok?"

"This wasn't a test, Clara," the Professor laughed, brushing a hair from Clara's face behind her ear.

"I know but..."

"You were great," the Doctor told her, patting her head, "Yeah."

"Really?" she smiled, feeling a flash of happiness for having made them proud. She felt like when she was a little girl and she'd get a high marks on an exam and show her mother, it always ended up on the refrigerator and her mum was so proud, she looked at her just like they were now.

"Really," he promised.

Aeon let out a little squawking mew and the Professor laughed, turning to take the kitten from the Doctor, petting it to reassure it she was ok.

"Doctor, Katherine," the professor called, holding up his headphones, "The signal, it's stopped."

They ran over, listening to hear the beeps had stopped.

"Skaldak got no answer from his Martian brothers," the Professor realized, "He's given up hope."

"Hope of what?" the captain shook his head.

"Being rescued."

"He thinks he's been abandoned," the Doctor nodded, squeezing the Professor's hand, "He's got nothing left to lose."

"But what can he do stuck down here like the rest of us?" the captain continued, "How bad can it be?"

The Professor blinked, "Really? This sub's stuffed with _nuclear missiles_!"

"It's fat with them!" the Doctor nodded, "What do you think Skaldak's going to do when he finds that out? 'How bad can it be? How bad can it be?'"

"Oh please don't…" the Professor began.

"It couldn't be any worse!" the Doctor finished…

And then the ship shook, sending them flying into the walls, a door flying open sending water pouring in…right over the Professor and Aeon, the girl holding the kitten to her chest as she turned to shield it from the water, though he got a bit wet anyway.

"Every time," the Professor shook her head, looking at the Doctor when the water stopped falling on her, both her and Aeon looking less amused.

"Ok, spoke too soon," he winced.

"Hate you," she muttered.

"No you don't," he smirked back, reaching out to brush a lock of sopping hair out of her face, reaching down to pet Aeon only for the kitten to hiss at him and swipe his little paw at him, NOT happy.

~8~

The captain stood before the crew in the bridge, the Doctor, Professor, professor, and Clara to the side, the Doctor sitting at one of the controls, the Professor beside him, leaning on it with her arms crossed, listening to the man rally his troops, Aeon curled up on the controls beside her, watching the humans.

"Comrades, you know our situation," the captain began, "The reactor is drowned, we are totally reliant on battery power and our air is running out. Rescue is unlikely but we still have a mission to fulfill. If the Doctor and Katherine are right, then we are all that stands between this creature and the destruction of the world. Control of one missile is all he needs. We are expendable, comrades, our world is not. I know I can rely on every one of you to do his duty without fail. That is all."

"Even if a missile did get launched, that wouldn't be...it, would it?" Clara asked them as the men began to prepare.

"'It?'" the Doctor looked up at her.

"End of the world. Game over. I mean, what if they fired one by accident, what would happen then?"

"I told you, Clara. Earth is like a storm waiting to break right now. Both sides baring their teeth, talking up war. It would only take one tiny spark."

"But the world didn't end in 1983, did it? Or I wouldn't be here."

"History's in flux," the Professor explained, "It _can_ be changed. Rewritten," she sighed and got up, walking to the captain, Aeon picking up his head to watch her go, making the Doctor smile at how dedicated that little kitten was to keeping his Bonded safe, "How many of us are left?"

"12," he sighed, "And we can't find Stepashin."

"He's dead," the Professor said.

"What!?"

"Skaldak is loose on your ship, he's your second-in-command, he would NOT disobey an order like meeting here out of spite. Skaldak got to him. We need to split up and comb the sub. One team stays here to guard the bridge."

"That's it?" the captain frowned, still shaken from how bluntly she'd spoken of his second's possible death, "That's the plan?"

"Well, it's either that or we stay here and wait for him to kill us," the Doctor added.

"Ok," the captain sighed and moved to his men to split them up.

"Is it true you've never seen one outside of its shell suit?" Clara asked the Doctor.

"'Shell suit?'" he laughed, she just shrugged, "For an Ice Warrior to leave its armor is the gravest dishonor, Skaldak is desperate."

"It's also a great advantage," the Professor added, absently reaching out to scratch Aeon behind the ears, making him purr, "Without the suit, he's more mobile, agile, quick…" she sighed, scooping Aeon into her arms, petting him as she looked at the Doctor, "The Daleks formed a tentative alliance with the Ice Warriors," the Professor added to the Doctor, "It didn't last long, not when they realized that the Daleks wanted them to operate out of their armor. Only a few agreed, not many of them survived."

Clara frowned, recalling they'd told her about the war on their planet, the companions they'd had, having wanted her to be aware of what had come before her, the Doctor had done that with every Companion after Rose, it seemed he didn't want a repeat of how the woman had treated Sarah Jane, "Why didn't they? Did they die in battle?"

The Professor swallowed, "No…they met me," she shook her head, not wanting to think about those battles, "Skaldak is deadly and we have got to find him before he kills anyone else."

"Will this help?" the professor called, behind them, holding up the sonic.

"Ah!" the Doctor cheered, taking it from him, "You saved it!"

"No, no, it was on the floor with this," he held up the Barbie doll.

"Ah!" he cheered once more, taking the doll and kissing it, "Ah, professor, I could kiss you!"

The professor blinked, "If you insist."

The Professor snorted at the Doctor's blinking, "I most certainly insist," the Professor said as the Doctor looked at her, wide eyed, "That you kiss a _professor_."

He grinned and pulled her closer, kissing her soundly.

~8~

Clara followed the Doctor and Professor…and professor…down a corridor, the Doctor scanning around with his sonic, the Professor with her blaster out and ready, "Doctor…why do you have a Barbie doll?" she _had_ to ask, it was just…SO odd…

He smiled, "It's not a Barbie doll," he corrected, "It's a Professor doll, er a Katherine doll."

The Professor smiled, "He didn't get to meet many other mes," she added, they'd told Clara about regeneration, in the off chance that they ever ended up regenerating around her, they didn't want her to react like Rose had to the Doctor, they wanted her to be better prepared. And, they supposed, it had something to do with how they were starting to see her almost like family, you didn't keep things from family, "So he made doll versions of them, all of them though…" she reached into his pocket and pulled out the doll, tossing it to Clara, "Meet Me Number 1."

Clara looked down at the blonde doll in her hand, grey eyed, smiling, a book in hand, wearing a simple, three quarter sleeved, red shirt that was tight near the top and flowed out to her thighs, with black pants and black boots over her pants. She blinked and shook her head, handing it back, despite what they'd said, she still thought they were making up the fact that they could change their faces, it was hard to imagine them looking or acting different than they were.

"A better question might be why have they got a cattle prod on a submarine?" the Professor laughed, putting the doll back and patting the Doctor's pocket.

"Polar bears," the professor replied, "We run across them when we're drilling. Can be quite nasty, you know?"

"I'd swap one for an Ice Warrior any day," Clara murmured, "Cuddlier!" she smiled, patting Aeon's head. Since she was wearing the Professor's jacket and it seemed to have 'slipped' the Doctor's mind to offer the Professor his jacket…she secretly thought he was enjoying the sight of her in her bare-shouldered dress…the kitten was nestled in the front of the jacket to avoid the water on the ground.

"Courage, my dear."

The Doctor looked around at one of the switches on a control box and flicked it…

Starting an alarm…

"Doctor!" the Professor shouted as he tried to turn it off, the Professor keeping a lookout in case Skaldak came for the sound.

"I always sing a song," the professor continued, not seeming to mind the blaring alarm.

"What?" Clara looked at him, petting Aeon as he squirmed at the annoying noise.

"To keep my spirits up."

"Yes, that would work...if this was 'Pinocchio.'"

"D'you know 'Hungry like the Wolf?'"

"What?"

"Duran Duran, one of my favorites. Come on!"

"I'm not singing a song!"

"I will!" the Professor laughed, "'I'm lost and I'm found and I'm hungry like the wolf…" she sang beautifully, adding a small dance to it, "Strut on the line, it's discord and rhyme, I howl and I whine, I'm after you," she laughed as the Doctor grinned and pulled her into his arms, dancing a small waltz with her as she sang, both of them ignoring the alarm still going off and the Ice Warrior on the loose, "Mouth is alive, all running inside, And I'm hungry like the wolf…'"

Clara shook her head, though she was smiling at them, "Buzzer's still going off Doctor!"

"Right!" the spun the Professor out and turned to the panel, getting the alarm to shut off as a hatch opened in the wall with a rush of air. He stuck his head in and flashed the sonic…only for a groan to sound around them.

"What was that?" Clara breathed.

The Time Lords looked at each other, "Pressure," the Professor answered, "Just pressure."

"We're 700 meters down, remember?" the Doctor agreed.

"Don't worry about it," the professor smiled at her, seeming to have gathered what the others had, "Think of something else," he looked at the Professor, "Can you sing again? 'Da-da-da-da-da-da-da-da I am hungry like the wolf.' How about you?" he looked at Clara.

"I'm not singing!" she insisted.

"Don't you know it?"

"'Course I know it. We do it at karaoke. The odd hen night."

"'Karaoke?' 'Hen night?' You speak excellent Russian, my dear, but sometimes I don't understand a word you're talking about."

Clara smiled at that, feeling a bit better…when they heard a snarl, a growl, and a scream.

The Time Lords took off, running down the corridors towards the noises, Aeon hissing behind them, seemingly trying to jump out of Clara's hold as she struggled to keep a grip on the kitten, only to stop short in a small room, the bodies of the crewmen littered around, torn apart. The Doctor closed his eyes at the scene as the Professor frowned, shaking her head.

"Good God!" the professor gasped, staring at the mutilated forms of his crew, "Torn apart. It's a monster. A savage!"

"No," the Professor shook her head, staring at the remains, "Not savage, forensic. He's dismantled them. Skaldak's learning. Learning all about you. Your strengths..." she swallowed, "Your weaknesses..."

The Doctor paused in his scanning of them with the sonic, hearing something _else_ in her voice and stood, looking at her, "Kat…"

She glanced up at him, "Dissection," she gave a sad smile, "No better way to learn about a weapon than to disassemble it, is there?"

"They didn't…" he breathed, his hearts stopping as he worked out just what she was talking about.

She nodded, "Kovarian didn't just test my agility and reactions in Demons Run."

He stared at her, his mouth dropping open at the implication. He knew she'd been experimented on, by their people, her brain cut into, her muscles strengthened, but _this_?!

"I'm so sorry Kat," he breathed, reaching out to pull her to him, hugging her tightly, feeling anger rising inside him.

She smiled, just hugging him back, "I've been through worse hell than that," she murmured, "It was nothing."

"It was _dissection_!" he shouted, pulling away, cupping her face with his hands, "They cut you open and poked around inside you and…"

He swallowed hard.

Amy…she hadn't been able to have children, given what Kovarian had done to her on Demons Run…had they…

"No," she reassured him, "They would have wanted a pure Time Lord, they wouldn't have wanted another half, which was all they would have been able to get from just me. They didn't _touch_ that," she told him, "They might have if you hadn't come when you did, tried to see if they could merge actual Time Lord DNA instead of just human plus from the Vortex, but they weren't expecting me to be with Amy when they took us. They weren't prepared for what to do with me. And I would have _killed _them, shock collar or no, if they _dared _tried to harvest that. It was mostly to see how different we were on the inside compared to a human, see if any complications might arise in…" she glanced at the humans, "Melody," she used.

He nodded, still angry it had happened to her, but relieved that nothing had been taken from her, nothing had been damaged, and took her hand, "Come on!" he called to the humans as they ran off, letting the sonic guide him, till he stopped, getting a reading, "Stay here," he told Clara as he took the Professor's hand and led her off.

"Ok," Clara called, petting Aeon a bit more, needing to feel safer with the Time Lords about to leave her alone for a moment.

"Stay here! Don't argue!"

"She's not," the Professor told him as she followed him up a ladder.

He paused, "Right. Good!"

The Professor laughed, nudging him on, "I know, a Companion who isn't wandering off, that's a first eh?"

He grinned and they ran down a corridor, around a corner, to another room…following the sonic…only to stop short, seeing a mutilated body on the floor, unrecognizable.

The Professor knelt down and touched the man's ankle, scanning his DNA, "Stepashin."

The Doctor spotted a wallet on the floor and picked it up, opening it to see a woman inside, Stepashin's wife, "Oh, Stepashin."

They looked back, hearing metal rattling and footsteps retreating and followed it, the Doctor with the sonic, the Professor with her blaster, looking up when they heard something fly past them, _above_ them.

"Oh...oh...oh!" the Doctor tried to catch sight of it, "Fast. He's fast..."

"I told you," the Professor nodded as they headed back to Clara, the same direction Skaldak had gone, "Without the armor, he can move anywhere."

They took off running, however, when they heard a gunshot go off and Clara scream and something roar. They raced back into the corridor, down the ladder, when they saw Skaldak grabbing the professor's head, Clara panting, Aeon transformed before her, snarling up at the alien.

"No, please, don't hurt him," Clara begged, "Please!"

"_You_ attacked _me_!" Skaldak roared, only his red eyes visible, "Martian law decree's that the people of this planet are forfeit. I now have all the information I require. It will take only one missile to begin the process. To end this cold war."

"Grand Marshal," the Doctor tried as they ran down to the corridor again, "There is no need for this. Listen to me..."

"My distress call has not been answered," he cut in, "It will _never_ be answered. My people are dead. They are dust. There is nothing left for me except my revenge!" he growled.

The Professor frowned, hearing a beep start, recognizing it, '_He's activated his armor,_' she warned the Doctor.

"There is something left for you, Skaldak," he nodded, both to her and Skaldak, "Mercy."

"Mercy?" Skaldak scoffed.

"What the bloody hell is that thing!?" the captain shouted, running up with a gun, having heard the gunshot as well, to see a tiger standing before his professor who was being threatened by something with green, scaly hands.

"That _thing_ is my _kitten_!" the Professor huffed at him, "And if you point that gun at him I will kill you."

The captain tensed, sensing that there was a bigger threat than her at the moment, or the tiger, "Then I shall point it elsewhere," he aimed it up at Skaldak, "You must wear that armor for a reason, my friend! Let's see, shall we?"

"No, captain, wait!" the Professor shoved the gun down.

"I will do whatever it takes to defend my world, Katherine."

"Yes, great, fine, good, but we're getting somewhere here," the Doctor countered, "We're negotiating, 'jaw-jaw not war-war.'"

"Churchill?" the professor asked.

"Churchill," the Doctor grinned and pointed at him, looking back at the Professor, "You're right, I like him too."

"Very well, we'll negotiate," the captain nodded, "But from a position of strength!" and aimed the gun at Skaldak again.

"Excellent tactical thinking," Skaldak chuckled, "My congratulations, captain."

"Thank you."

"Unfortunately, your position is not, perhaps, as strong as you might hope!" there was a growl and they looked back to see the armor walking towards them, the chains trailing from its ankles and chest…Skaldak streaking past them and right into the suit, closing it.

"How did it _do_ that?" Clara breathed, staring at the armor as Aeon turned and growled at it, tense.

"Sonic tech, Clara," the Doctor explained, "The song of the Ice Warrior!"

A young crewman who ran in with the captain began to shoot at Skaldak, but the man simply turned and walked away, the Professor jumping forward to disable the man and stop him from the continued attack.

"My world is dead but now there will be a second red planet!" Skaldak cried, "Red with the blood of humanity!"

"Skaldak!" the Doctor rushed after him, "Skaldak! Wait!"

But the warrior just walked on.

"Grand Marshal Skaldak I challenge you!" the Professor shouted, a last ditch effort to stop him, and the Martian _did _stop, and turn around, "Single combat, by the ancient and sanctified laws, for the planet."

Skaldak started to laugh, "And who are YOU to challenge me?"

"The Professor, of Gallifrey."

"That means nothing to me," he sneered.

She blinked, before starting to laugh, "Oh that is BRILLIANT! You've been trapped beneath the ice for 5,000 years, probably before the Time War even began to stir, you have no idea who I am do you!? Oh that is _fantastic_! Finally," she smiled at the Doctor, "Someone _not_ terrified or completely awed by my title."

The Doctor nodded, amused at her enthusiastic reaction, "The challenge dear?" he reminded her.

"Right, yes," she turned back to Skaldak, "I am the greatest warrior of my people," she introduced, not really happy with it but knowing it had to be said for the alien to even consider the challenge, "And I challenge you for the planet, do you accept?"

Skaldak eyed her, he'd seen her abilities himself, seen her stop the humans, seen her fire with precision, attack and defend, a soldier always recognized another soldier and she was quite possibly a better one than him.

"No," he growled, turning to move on, he was not about to risk his vengeance being stopped.

She blinked, "Well that's a first too," she pouted, looking at the Doctor, "I was actually looking forward to a little sparring, it's been ages since Rory and I had that duel with short swords…"

He laughed, recalling that, she'd told Rory she'd make it easy for him but Rory had insisted he could handle it…and ended up on his back with her sword at his throat in mere moments. Then he'd insisted that he was going easy on her and really actually fought her…and it took a second more that time. So Amy had started throwing off challenges, like…the Professor with one arm behind her back, the Professor with her legs tied together, the Professor with her eyes closed…all ending in the same result.

"We'll pop in and see the Sontarans," he promised, "See if they can't give you a decent work out."

"Or we could find River," she remarked, "I think I should start her actual training now…"

He nodded.

"Um, shouldn't we stop him?" Clara asked, pointing at where Skaldak had disappeared around a corner.

"Yes!" the Doctor jolted, running after the alien, Aeon bounding after him to keep him safe.

They made it into the control room just as Skaldak stuck wires from his suit into the controls, turning the lights red, "No!" he shouted, "Skaldak! Wait! Wait! Wait!"

"He's arming the warheads!" the captain realized, pointing his gun at the man.

"Where is the honor in condemning billions of innocents to death?" the Doctor tried to reason.

"5,000 years ago Mars was the center of a vast empire," the Professor continued, reaching out to rest her hand on the back of Aeon's neck, silently telling him to stand down, to not attack. She and the Doctor still had a chance to stop him, working with their experience and knowledge to get through to him.

"The jewel of this solar system."

"The people of Earth had only just begun to leave their caves."

"5,000 years isn't such a long time, they're still just frightened children, still primitive."

"Who are you to judge them?"

Skaldak turned to them, not seeming to notice their switch in speech, "I am _Skaldak_! This planet is forfeit under Martian law."

"Then _teach_ them!" the Professor insisted, "Teach them, Grand Marshal!"

"Show them another way!" the Doctor nodded.

"Show them there is _honor_ in mercy."

"Is this how you want history to remember you? Grand Marshal Skaldak, Destroyer of Earth?"

"Because _that's_ what you'll be if you send those missiles. Not a soldier, a _murderer_."

"Five billion lives extinguished."

Skaldak just grunted and turned to the controls, ready to push the launch button, Aeon roaring at him, but staying back as his mistress commanded.

"No chance for goodbyes," the Professor called.

"A world snuffed out like a candle flame!"

But Skaldak was unmoved.

The Time Lords looked at each other before they nodded, the Doctor holding up the sonic, "Alright, alright, Skaldak, you leave me no choice. We're Time Lords, Skaldak. We know a bit about sonic technology."

"A threat?" Skaldak turned, "You threaten _me_, Doctor?"

"No. No, not _you_..." he swallowed, "All of us."

"He'll blow this sub up before you can even reach that button, Grand Marshal," the Professor warned him, "He'll blow us _all _to oblivion."

"You would sacrifice yourselves?" the alien eyed them.

"In a heartbeat," the Doctor nodded, turning the sonic red as he held it up, his hand taking the Professor's as she fisted a bit of Aeon's fur to keep the animal calm. Despite it being in a Keroberos's nature to be fiercely protective of its family, to attack the danger to it, they did not want the animal to have to kill anyone if they could help it.

"Mutually assured destruction!" he spun to the button.

"Look him in the eye, Skaldak," the Professor called, "Look ME in the eye and tell me you're capable of doing this," she shook her head, "You can't do it."

"You think I cannot?" Skaldak turned again.

"No," she stated, "Because you're not ME. And you _haven't_ done this before. I have, and I don't see it in you."

Skaldak's helmet opened, revealing his wide, reptilian face, "Which of us shall blink first?"

"Why did you hesitate?" Clara called, stepping beside the Time Lords, "Back there, in the dark. You were going to kill this man, remember?" she gestured at the professor, "I _begged_ you not to and you _listened_. Why show compassion then, Skaldak, and not now? The Doctor and Professor are right. _Billions _will die...mothers, sons, fathers...daughters. Remember that last battle, Skaldak? Your daughter...you sang the songs..."

"Of the red snows," he breathed, looking down.

The submarine started shaking, a crunching noise around them.

Clara gasped, "What's happening?!"

"My people live!" Skaldak cried, hearing a faint and familiar buzz over the radio, "They have come for me!"

"We're rising," the captain stared at the gauges beside him, "We're rising!"

"600 meters..." the professor read, "550..."

"We've surfaced," the Doctor cheered moments later, smiling at Skaldak, "Your people have saved us."

"Saved _me_, not _you_," he replied.

"Just go, Skaldak," the Professor rolled her eyes, "Please. Go in peace."

Skaldak simply teleported out.

"We did it!" Clara jumped up and down, "We did it!"

"Not yet," the Professor sighed, even Aeon seeming to sense that the danger hadn't passed, remaining in his full size as the Professor stepped up to the controls, glancing back at the Doctor, "It's still armed. A single pulse from that ship..."

He nodded, swallowing hard as he squeezed her hand, holding up the sonic, "I'll destroy us if I have to," he whispered, leaning forward to rest his head to her forehead, "I will destroy us if I have to."

"I know," she whispered, giving him a peck, squeezing his hand, letting him know she wouldn't blame him at all if he did have to.

"Show mercy, Skaldak. Come on, show mercy."

Clara panted a bit, nervous as she watched the Time Lords, knowing that they really would, "Da-da-da-dah I'm lost and I'm found and I'm hungry like the wolf…" she sang, looking down as Aeon moved closer to her, nudging her side, trying to comfort her.

A bell went off and the lights switched back to green, the Doctor shutting off the sonic with a beam, "Now we're safe!" he cheered, kissing the Professor deeply in relief.

Someone cleared their throat beside them and they looked over to see Clara, who smiled a moment before jumping forward and hugging them both, the two of them laughing and hugging her tightly in return. The hug lasting quite a while till Aeon, still in his larger size, squirmed between them, clearly wanting to be a part of the love. They laughed and petted him, watching with a smile as the tiger turned back into a kitten and blinked up at them.

"Saved the world then?" Clara asked as she scooped Aeon into her hands, cuddling the kitten.

"Yeah," the Doctor nodded.

"That's what we do?"

"Yeah," the Professor laughed.

~8~

The Doctor, Professor, professor, Clara, and the captain made their way onto the top of the ship, staring out at the icy landscape ahead of them, staring up at the Martian spaceship over them.

"The TARDIS!" Clara gasped, recalling _their_ spaceship at the sight of the other one, "Where's the TARDIS? You never explained."

"Oh, well, don't worry about that," the Doctor tried to wave her off, embarrassed as Aeon, cold, nuzzled a bit into his chest, currently residing in the front of his vest.

"Stop saying that! Where is it?"

"Yes Doctor," the Professor smiled, crossing her arms, amused, "Tell her."

"Yeah, well, I wasn't to know, was I?" he defended.

Clara crossed her arms as well, unconsciously mimicking the Professor, "Know what?"

"I've been tinkering...breaking her in. I'm allowed!"

"No, you're _really_ not," the Professor laughed.

"What did you do?" Clara raised an eyebrow.

"I reset the HADS!" he mumbled.

"Huh?"

"I reset," he said, before mumbling again, "The HADS!"

"The what?"

"The HADS!"

The Professor shook her head, "The Hostile Action Displacement System."

He nodded, "If the TARDIS comes under attack, gunfire, time-winds, the...sea, it...relocates."

"Oh, Doctor," Clara groaned.

"Haven't used it in donkey's years. Seemed like a good idea at the time. Well, never mind, it's bound to turn up somewhere!" the sonic beeped, "Oh! Ha, see, right on cue!" he pulled it out and looked at it, "Brilliant!"

"Brilliant!"

"The TARDIS is at the Pole!" the Doctor began.

"Not far then," Clara nodded and headed for the hatch.

"The _South_ Pole," the Professor added.

Clara stopped, "Ah…"

"Could we have a lift?" the Doctor asked the captain, who just laughed at him with Clara, heading inside with a smiling professor.

The Doctor gave a mock laugh as well, before looking at the Professor, she just saluted the Martian ship and it flew off.

"Well then," the Professor began, smiling at him, "We're at the North Pole…quite a ways to go before we reach the South…"

"Yes, yes, I know," he sighed.

She just tilted his head up with her finger, "I wonder what we can do to pass the time, hmm," she trailed her finger down his throat to his bow tie, fingering it a moment, "Do you think the doors here have knobs dear? With all our running…I didn't notice and I wouldn't want the bow tie to fall off it…"

He stared at her, wide eyed a moment, before grabbing her hand, "Let's find out!"

~8~

The Doctor yawned as he walked through the TARDIS, he'd gone to take a short nap with the Professor after they'd dropped off Clara back at the Maitland home, only to wake a short while later to see her side of the bed was empty, Aeon snoozing on her pillow. Well not really _her_ side. There weren't any sides, they tended to cuddle quite a bit on all sides. He could sense her, feel her, she felt…sad. So he'd gotten up and begun his journey through the TARDIS to find her. He hadn't had to walk all that far really, she was just across the hall, in the little nursery they'd set up, a small room, ready for a baby when (not if) they had one.

He opened the door to see her standing before the little purple cot that Melody/River had once slept in, a small yellow bear with brown eyes and a blue bow tie sitting in it. He really _had_ taken everything that reminded him of her, including the bear he'd made her as her first ever Christmas gift. He'd had to break into her house to get it, but he'd done it. And there it was, ready for their child to play with and cuddle when sleeping…

He stepped over to her, wrapping his arms around her waist, resting his chin on her shoulder, smiling when she wrapped her arms around his, resting back against him.

"You know," she began, "I remember when you first showed me this cot."

He smiled widely at that, he must have scared her, thinking about children when they had only been children at the time.

~/~\~

"_Kata!"_

_She gasped, shooting up on her bed where she'd been reading and literally falling off the side of it from the shock of his sudden entrance._

"_Theta!" she huffed, picking herself up, her hearts racing. _

_He loved doing that, surprising her. He'd sneak up on her when she was studying in the library, put his hands over her eyes and tell her to guess who it was…not that she ever had to guess, he was the only one who did that. He'd come up behind her in the halls and tickle her sides, making her squeal and making everyone look at her for it, but he'd just wrap his arms around her waist and hug her, spinning her around. And he seemed to get a joy out of rushing into her room, her door was hardly ever locked…which she really should consider given that she'd noticed psychopathic tendencies in one of her roommates. But he would burst in, shouting her true name, only when her roommates weren't there, and startle her._

_He laughed as he stood there, just watching her get up._

_She paused though, looking at him a moment, "What is that?"_

_He grinned and ran over to her bed, setting down a rather adorable purple cot on it. It was beautifully carved, painted in a crisp purple with gold accents, a small mobile of starts dangling from the top. But…what really got to her…was what he'd painted on the sides of it._

_Her name._

_Her true name was on one side, while his was on the other._

_It was a tradition of sorts among Bonded couples, when they had children, to inscribe their true names on the sides of the baby's cot._

"_What is this?" she breathed, staring at it with wide eyes._

"_It's a cot."_

"_I can see that. But…"_

"_It's OUR cot."_

_She looked at him, "Our cot?"_

_He nodded, falling back onto her bed, looking up at her, "We're going to Bond one day Kata, we promised."_

"_Two years ago," she reminded him, "I'm only 50!"_

_He shrugged, "So?" before he rolled his eyes and sat up, turning to face her, "I'm not saying we're going to have children NOW Kata. I just…" he smiled a bit, "I like the idea that we'll Bond and…I know we can't really do anything about it now, I know we can't use our true names around others, but…this…this was a way that I could remind myself it'll happen," he looked at her a moment, "It WILL happen, won't it?"_

_She smiled at his little pout, the slight fear in his eyes that she had changed her mind, as though she ever would._

"_Of course it will," she reached out and put a hand to his right heart, him doing the same to hers, their hands meeting in the middle, "We promised."_

_He beamed, "Brilliant!"_

_She looked at the cot again, tracing his name, "You'll have to hide this," she reminded him._

"_I know," he sighed, he didn't like that. They knew each other's names! That was an incredible thing! And they couldn't even use them half the time._

_She smiled as she looked at him, as though sensing where his thoughts had gone. It was…nice how she was able to do that. She always seemed to know what he was thinking even though she couldn't read his mind…_

"_That's it!" he shouted, jumping up onto the bed, laughing as she jumped at his outburst._

"_What's it?" she shook her head._

_He just reached out and took her hands, pulling her onto the bed, bouncing, "The mental bond!" he grinned, "We can work on that! It's one of the steps to Bonding, we can do it right now, and then we'll be able to talk to each other! We can use our names all we want and no one will know!" he looked at her, squeezing her hands, "What do you think?"_

_She looked at him, and down to the cot, and back, "I think that sounds wonderful," she smiled._

"_Fantastic!" he laughed, hugging her to him as he bounced on the bed, making her bounce as well._

~/~\~

He smiled at the memory, squeezing her more, "I can't wait till we get to use it," he whispered in her ear, "It's waited long enough."

She nodded, "I was thinking about that, about what you kept saying, about wanting a little me, a daughter."

"Really?" he looked at her.

"Skaldak, his daughter…talking about singing songs with her," she sighed, "And then that adventure to Akhaten, Merry singing…" she looked up at him, "I can't wait till I get to sing a lullaby to our child. Boy…or girl," she added, giving him a peck, "I just want a baby."

He smiled, resting his forehead to hers, "I don't think our child will ever have trouble falling asleep with your beautiful voice lulling them off," he leaned in kissing her deeply before spinning her around, making her laugh as he held her close, front-to-front, starting to sway her, "Will you sing for me Kata?"

She smiled up at him, a soft, loving look in her eyes, "For you Theta, anything," she whispered, before resting her head to his shoulder, singing lightly as he swayed her on.

A/N: Lol, I really wanted to give some sort of explanation for the Barbie doll :) I've got one worked out for Evy (and Angel, if I get to her) as well :) Evy's story is adorable why the Barbie is there :) I hope it wasn't too confusing with two 'professors' there, I tried to do what I did with Angel/Weeping Angels, have one capitalized and the other not.

But as for this chapter, aww, I love when Keta get lost in the moment and flirt :) And the flashback was so sweet :) We'll actually learn more about what the nursery looks like in a later chapter but I wanted to mention it first here. They really, really want that baby don't they? I agree with you, I hope they get it too, but you never know where the characters and plot just...take a story. You can start out planning one thing and, writing it, it changes :( We'll have to see where this story goes :)

OMG! I can't believe it's over in only like 5 days! O.O

Another OMG! Moment...could you imagine if Jenny, River, and Clara WERE ever together in the same place with the Professor...I think the Universe would explode...and the Doctor would probably go mad especially if they were all in the TARDIS, it would be like 5 against 1 :)


	11. Hide

Hide

"What are we doing here again?" Clara called as she ran after the Doctor and Professor, all of them huddled under a bright red umbrella, Aeon tucked into the Professor's jacket, through the rain towards a large, rather spooky house.

"Ghost hunting!" the Professor cheered as they made it to the doors, lowering the umbrella to shake it out and close it now that they were safe from the rain, something Aeon purred happily about.

"Seriously?" Clara stared at them.

The Doctor grinned, "Love a good ghost hunt!" he cheered, banging on the doors before pulling them to the side, a finger to his lips, waiting…

The door opened a few minutes later and the Doctor stuck his head out from the side, "Boo!" he shouted, startling the older man in glasses and the young woman beside him, "Hello!"

"We're looking for a ghost," the Professor smiled, sticking her head around his.

"And you are..." the man eyed them.

"Ghostbusters!" Clara cheered popping out from the other side of them as well, excited!

Not wanting to be forgotten Aeon meowed, lifting his little paws up a moment, "This is Aeon," the Professor introduced, laughing as she tugged him out of her jacket to set him down, the kitten immediately going to the young woman inside and brushing against her legs, making her smile.

"I'm the Doctor…" the Doctor began, holding up the psychic paper.

"Doctor what?" the man asked, taking the paper to look more closely at.

"If you like."

"I'm the Professor," the Professor added, before putting her arm around Clara's shoulders, squeezing her, "And this lovely girl is Clara."

The Doctor beamed and plucked the paper back, striding past the man, reaching back to tug the Professor along by the hand as Clara ran after them, following them down a hall and into a sitting room filled with all sorts of machines and electronic equipment.

"Ah, but you are very different!" the Doctor grinned at them, spinning around to the man, "You are Major Alec Palmer."

"Member of the Baker Street Irregulars," the Professor nodded, crossing her arms as she leaned against a table, watching as Aeon pawed at the young woman's legs as she and the major followed them in, "The Ministry of Ungentlemanly Warfare. Specialized in espionage, sabotage, and reconnaissance behind enemy lines…"

"You're a talented water-colorist, professor of psychology AND...ghost hunter!" he eagerly shook the man's hand, "Total pleasure. Massive."

"It really _is_ an honor," the Professor added, stepping forward to shake his hand as well.

"Actually, you're wrong," the young woman beside the man called, having knelt down to scratch Aeon, "Professor Palmer spent most of the war as a POW."

"Actually, that's a lie told by a very brave man involved in very secret operations," the Professor told her, giving the major a smile, making him frown, seeing something inside that smile an…empathy…an understanding, something the young woman seemed to sense as she looked between them, standing up with Aeon in her hands.

"The kind of man who keeps a Victoria Cross in a box in the attic, eh?" the Doctor laughed, putting his arm around the Professor's waist, squeezing her, knowing where her mind had gone, there were things about the war she still didn't talk about, "But _you _know that!" he looked at the young woman, "Because you're Emma Grayling..." he walked over and gave her two Gallic air kisses on her cheeks, "The professor's Companion..."

"That's two professors now," the Professor remarked with a laugh.

"Assistant," Emma corrected quietly.

"Oh Companion's much better," the Doctor disagreed.

"It's 1974," the Professor reminded him before looking at Emma, "You're the assistant and 'non-objective equipment.'"

"Meaning 'psychic,'" he called to Clara.

"_Empathic_ psychic."

"Getting that," Clara nodded, sitting on one of the desks, "Bless you, though."

"Oh equipment!" the Professor cheered, pulling the Doctor over to the banks of equipment to examine it, making him laugh at how excited she was, he really did love this version of her, he loved every version, but this one…he could tell SHE was having more fun in this body and that made him SO happy.

"Relax, Emma," the major reassured her, "They're clearly Military Intelligence," he glanced at them, "So what's all this in aid of?"

The Doctor smirked, winking at the Professor, "Health and Safety! Yeah, the Ministry got wind of what's going on down here, sent us to check that everything's in order."

"They don't have the right…"

"Don't worry, Guv'nor, we'll be out your hair in five minutes…"

"Oh this is lovely," the Professor hopped up to sit next to Clara and toggled a switch, "The ACR 99821."

"Oh, bliss, nice action on the toggle switches," the Doctor leaned past her, half pressed against her to reach the same switch, flicking it back and forth, "You know," he smiled up at her, his nose brushing against her own he was so close, "I do love a toggle switch."

"I know," she smiled back at him, kissing him quickly, "You love the word 'toggle' too."

He nodded, "Nice noun. Excellent verb…" he reached out and slapped Clara's hand as she reached for the button, not even taking his eyes off the Professor's, "Don't mess with the settings."

Clara rolled her eyes at that, crossing her arms. It was creepy how he did that, know what she was doing without even looking, her mum used to be the same, eyes in the back of her head she had. She'd noticed…a sort of shift, in the Doctor and Professor and how they acted around her, how they treated her. At first she was more like a guest, someone they were taking on a trip, but, lately, she'd been getting the feeling that they were acting a bit…parental towards her. Not exactly like a mother and father, nor would she want them to, she had a mother and father, the best mother and father in the world, but…like it. She almost got the feeling, with how affectionate and protective they sometimes were with her, that it was more like…grandparents. It was weird to think but also…oddly acceptable…in her mind. They'd said they were like 1200 years old and sometimes, not often, but sometimes, they acted it. For all their child-like exuberance there WAS a quiet maturity about them.

The Professor lightly pushed him back, hopping off, and walking over to the major and Emma, scanning them with the sonic. The Doctor blinked and patted his pockets, shaking his head at how she _always _managed to do that. One day he'd catch her, one day.

"What's that?" the major eyed the whirring device.

"Gadget," the Doctor answered though, walking over to her, putting his arms around her waist from behind, "Health and Safety."

"Classified, I'm afraid," the Professor nodded, walking with the Doctor to an archway, stopping. Aeon squirmed in Emma's hold till she set the kitten down and he ran to the Professor's side, tensing at the archway, he couldn't see it…but there was something there.

The Doctor nodded, resting his chin on her shoulder, "You know, while the back room boffins work out a few kinks."

The Professor blinked and turned to him, "Are you calling me a boffin now?" she knew in the current context, that was a praising word, a scientific expert or sorts, but, being time travelers, she often ended up thinking of things in the modern context, a bit of a comical scientist, and she was hardly as absentminded as him.

He blinked, "No!" he said quickly, kissing her, "I was talking about the other boffins."

Her eyes narrowed, "Then you're calling _the TARDIS_ a boffin?"

He blinked again, "No! No I was um…" he shook his head, "I can't think of an answer that won't get me slapped."

"Then don't say anything," she laughed, lightly patting his cheek and turning to scan the archway more.

"What's it telling you?" Emma asked, watching them, she was as tense as Aeon was and that little kitten hadn't taken his eyes off the archway since they'd moved over to it.

"It's telling us that you haven't been exposed to any life-threatening transmundane emanations," the Professor stated, tossing the sonic to the Doctor.

"So..." he spun around, slipping the sonic into his pocket, "Where's the ghost?" he walked over and picked up a lit candelabra, "Show us the ghost," he tensed, hearing an unnatural whooshing noise that made Aeon hiss.

The Professor grinned, moving to his side, excited, "It's ghost time."

The Doctor gave her a peck on the cheek and turned to walk through a random hall, the major, and Aeon, rushing after them, Emma and Clara behind him.

"I won't have this stolen out from under me, do you understand?" the major asked.

"Er, no, not really, sorry," the Doctor shrugged.

"I will not have my work stolen, then be fobbed off with a pat on the back and a letter from the Queen. Never again! This is _my_ house, Doctor, and it belongs to _me_."

"This is actually your house?" Clara asked.

"It is."

"Sorry. You went to the bank and said, 'You know that gigantic old haunted house on the moors? The one the dossers are too scared to doss in? The one the birds are too scared to fly over?' And then you said, 'I'd like to buy it, please, with my money.'"

"Yes, I did, actually."

"That's incredibly brave."

"Oh I like you too!" the Professor cheered at the man, "That's twice in a row, we've never had that much luck before," she commented to the Doctor.

"Oh I think we have," he smiled at her.

"When?" she laughed, "Things hardly ever go the way we hope, half the time we end up in places we weren't aiming, and at least once an adventure we end up getting shot at."

He just reached up to touch her cheek, "We found each other again," he told her softly, "I found you, despite everything in the Universe telling me it should be impossible, I found you again."

Her gaze turned soft, "Well, I suppose we've always been lucky then," she leaned in, resting her forehead to his, "The moment I met you my luck changed around completely."

He beamed at that, "The moment I found you again," he whispered to her, "My life started," he stroked her cheek, "I died during the war," he told her, "What I had to do killed me in more ways than one…and then I had you again," he looked into her eyes, just…gazing at her, "And I came back, in that one instant you brought me back from the dead."

"And then I died," she reminded him with a laugh, nudging him, showing him she was actually…happy about that, "And I got to start a new life with YOU."

He leaned in and kissed her gently.

The major frowned at them, completely lost, while Emma just smiled at them softly, she could feel the love between them, the joy, the relief, the happiness they felt to be with each other. She could feel it, the darkness and the despair they'd felt, replaced, the hole in their heart, filled, just by being with each other again.

Emma looked over at Clara to see her shaking her head at them, though smiling nonetheless, "I take it this happens a lot?" she asked the girl quietly, pulling the two from their moment despite trying to be polite and hushed.

"All the time," Clara sighed. It really was sweet how they flirted with each other, though she did think there were sometimes better times to do it.

Aeon though just seemed thrilled with all the love he could feel, pawing at the Professor's legs, wanting to be a part of it. It was in his nature of course, Keroberos thrived on love, on familiar love, it was what sustained them, the love of his master and mistress, the love they had for their children, the love of the children for each other and their parents. He always wanted to be closer to that.

The Professor laughed and scooped him up, cuddling him a bit as he purred contentedly.

The Doctor smiled at the sight, best decision ever to get that kitten for her, "Listen, major," he turned to the man, realizing they were still in the presence of the humans, "We just need to know what's going on here."

"For the Ministry?" he eyed them suspiciously, for being two government operatives, even married ones, they didn't act like it at times, they were far too…easily distracted by each other.

"You know we can't answer that," the Professor smirked.

He sighed, "Very well. Follow me," he stepped past them and led the way, back away from the sitting room and into a parlor where he'd set up a board full of pictures and notes about the house and the ghost.

The Doctor paused, seeing a camera on the table and grabbed it, grinning as he started taking pictures of the Professor who struck a few poses for him, till Aeon hissed at the bright lights and she set him down, the kitten running off to Clara instead.

"So what's an empathic psychic?" Clara asked Emma, picking up Aeon to set him on her lap, as she saw the Time Lords getting distracted.

"Sometimes I...sense feelings," Emma explained as the Professor tried to take the camera from the Doctor but the man kept holding it away from her though wrapping his other arm around her waist and kissing her to distract her, "The way a telepath can sense thoughts. Sometimes, though. Not always."

"The most compassionate people you'll ever meet, empathics," the Professor remarked, _finally_ managing to take the camera away after implementing some tickling techniques. She _really_ loved that weakness of the Doctor's.

"And the loneliest," the Doctor nodded, "I mean, exposing themselves to all those hidden feelings, all that guilt, pain and sorrow and..."

"Doctor?" Clara cut in, seeing Emma getting uncomfortable and sad.

"Yes?"

"Shh."

He looked at Emma and winced, realizing what he'd done, the Professor smiling as she saw Aeon hop off Clara's lap and onto Emma's nuzzling against her to try and cheer her up, the woman smiling a bit as she pet him.

"Would you, er, care to have a look?" the major called, thankfully changing the topic and distracting them. They all walked over to the board as he explained all the images, the house, a white specter in nearly every room of it, some images spanning decades, "Caliburn House is over 400 years old but she's been here much longer...the Caliburn Ghast. She's mentioned in local Saxon poetry and Parish folk tales. The Wraith of the Lady, the Maiden in the Dark, the Witch of the Well…"

"Is she real?" Clara asked, eyeing the images of her, "As in, actually real?"

"Oh, she's real," he nodded, "In the 17th century, a local clergyman saw her. He wrote that her presence was accompanied by a 'dreadful knocking, as if the Devil himself demanded entry.' During the war, American airmen stationed here left offerings of tinned Spam. The tins were found in 1965, bricked up in the servants' pantry, along with a number of handwritten notes. Appeals to the Ghast, 'For the love of God, stop screaming.'"

"She never changes," the Professor noticed, "The angle's different, the framing, but she's always in exactly the same position. Now why is that?"

The Doctor leaned in, holding a candelabra for more light, examining the photos. He smiled, "Leave it to you to notice dear."

She smirked back, "I use my eyes, I notice everything."

"We don't know," the major answered, "She's an objective phenomenon. But objective recording equipment can't detect her..."

"Without the presence of a powerful psychic," she finished.

"Absolutely. Very well done."

"She's brilliant," the Doctor beamed, standing back to put his arm around the Professor, "She's got 27 brains," he whispered to the man conspiratorially.

"She knows I'm here..." Emma murmured, staring at the pictures as they looked at her, Aeon glancing up at her in her hands as she just…held him, "I can feel her...calling out to me."

"What's she saying?" Clara wondered.

"Help me."

The Professor looked back, catching sight of a shadow passing the door, frowning, when she noticed Clara doing the same. She had to smile at that though, that girl was clever and sharp. Every adventure she saw more and more of her and the Doctor in the girl. She looked a bit like him, brown hair, cute nose, fast talking, but acted a bit like her, eager to explore, confident, observant.

"'The Witch of the Well,'" the Doctor repeated, thoughtful, "So where's the well?"

The major nodded to the side and led the Doctor and Professor over to a table where the blueprints of the house were spread out, "A copy of the oldest plan that we could find, there is no well on the property. None that we could find, anyway."

"Invisible to the naked eye," the Doctor murmured.

"Or the _human_ eye," the Professor started to smile.

He grinned, taking her hand as they walked back to Clara, tapping her on the head as she stared at the photos. She gasped and turned around.

"You coming?" the Doctor whispered.

"Where?" she whispered back.

"To find the ghost," the Professor smirked.

Clara stared at them, "Why would I want to do _that_?"

"Because you want to, come on," she nodded her head back and led them to the door, "Aeon!" she called and the kitten jumped out of Emma's lap where she'd gone to sit and scurried after them to the door.

"Well, I dispute that assertion."

The Doctor stopped them and turned around, glancing at Emma who was watching them, amused, and jerked his head, trying to be subtle, "I'm giving you a face. Can you see me? Look at my face."

Clara rolled her eyes, "Fine," she whispered, joining them, before pausing, "Dare me."

The Professor laughed, "I dare you."

"No takesies-backsies," the Doctor pointed at her.

Clara shook her head and took the candelabra from him, "Hate you," she muttered to them, heading out first with Aeon.

"No you don't," the Time Lords countered, grinning excitedly behind her as they followed, unable to help but think that she sounded like River just then.

"The music room is the heart of the house," Emma called after them, making them pause and wink at her in thanks, before catching up to Clara, walking through a dark corridor of the house, with Aeon beside her, ready to defend.

"Say we actually find her," Clara began, speaking in a soft whisper, "What do we say?"

"We ask how she came to be..." the Professor nodded, "Whatever she is."

"Why?"

"Because we don't know," the Doctor said, "The sonic only getting energy disruptions and the Professor can't scan her without seeing or touching her and ignorance is...what's the opposite of bliss?"

"Carlisle."

He laughed, "Yes! Yes, Carlyle. Ignorance is Carlyle."

"Very clever Clara," the Professor smiled at her, "Oh we should take you to meet old Tommy."

The Doctor grimaced, "Best not, he's not a rather chipper bloke."

She had to nod at that, Thomas Carlyle was probably _the most _bitter man they'd ever met, even worse than Kazran before they'd gone into his past. He, and his works, were most certainly the opposite of bliss. She paused a moment though, glancing back, hearing a faint snarling and scraping sound in the shadows but it quieted as soon as she looked back. She turned to Aeon to see he seemed to have noticed as well, the hair on his back all stuck up.

"I was talking about Carlisle in Cumbria," Clara remarked.

The Professor nodded, "That works too actually."

"Come on," the Doctor tugged her on, the three of them wandering around to the disused kitchen, to a bedroom, till they finally reached the music room. There was a harp in the corner, half covered by a sheet and music stands all around. The Doctor scanned the room with the sonic as Clara just looked around, the Professor smiling as she moved to the harp, plucking a few cords, the soft music seeming to calm Aeon a bit.

"Ah, the music room," the Doctor smiled back at the Professor, "The heart of the house," he looked between the two women, "Do you feel anything?"

"No," Clara said quickly.

"Right," the Professor laughed, able to tell in her voice she was lying as she made her way to the Doctor.

"Your pants are _so_ on fire," he agreed, before he frowned at the sonic as it stopped working and started to hit it against his hand, blowing on it.

"Do you feel like you're being watched?" Clara asked them, walking over.

"What does being watched feel like? Is it that funny tickly feeling on your neck?" the Doctor wondered.

"That's the chap."

"Then, yes, a bit. Well, quite a big bit."

The Professor laughed, "Oh, look at you two, getting all flustered and scared," she shook her head, "There's not thing to be afraid of."

Clara stared at her, "We're in a spooky old house, at night, with a ghost running around…how are you NOT scared?"

"I've only ever been scared of five things in my life and only _one_ of them is here and it's not a ghost."

Clara frowned, "What things?"

"My father, thinking, the Doctor being hurt, heights, and myself," she answered honestly, "Father's dead, I got over thinking, the Doctor won't be hurt if I'm here, neither will you Clara, we're nowhere near any heights, and, well…I'm not exactly the me I was afraid of but I'm still me so technically I'm here."

Clara blinked, shaking her head at how much she'd gotten out of the woman…and how little of it she understood, "What do you mean? Why were you scared of…"

"Clara," the Doctor cut in, shaking his head.

She frowned but didn't continue, sensing this was a serious matter between the two and not something she should pry into. She could understand that, she had been afraid of a few things in her life, getting lost being one of them and…while she had gotten lost as a child, her mother had been there. Now that she thought of it…the Doctor and Professor seemed to get them lost just a little bit, like with the sub…she didn't know how they aimed for Vegas and ended up near the North Pole on a Soviet submarine.

She should have been scared, she supposed, because, technically, they WERE lost, but…she didn't. The Doctor was always just so excited to be wherever they were that it was hard for her to get mad at him and the Professor was always just so confident that she could protect not only the Doctor, but her as well, that she just…felt safe. She felt like they'd look out for her and protect her, and they had, no matter what, no matter where they ended up, they did. It was just like her mum had once promised, that no matter where she got to or how lost she was, she'd always find her again.

It was comforting.

"Come on," the Doctor reached out and took the Professor's hand, leading her across the room to a doorway.

She paused though, a step past it, breathing out to see her breath was visible.

"I think she's here," Clara called behind them, looking around the room, nervous, stepping closer to Aeon as he looked around the room, trying to see what couldn't be seen.

The Doctor stepped forward and breathed out, not seeing anything, and turned. The Professor stepped back and did the same, getting the same results. They stepped right to each other, breathing again, and seeing their breath.

"Cold spot," the Professor grinned.

"Spooky," he laughed, before turning in a circle, "Cold," he breathed.

"Warm," the Professor stepped back, "Cold," and forward.

"Warm," he stepped back, "Cold," and forward.

"Warm," she stepped to the right side of the room, "Cold," and back.

"Warm" he moved to the left side of the room, "Cold," and back.

He laughed and pulled her into his arms, spinning her around as they cheered, oh this was marvelous!

The Doctor pulled a piece of chalk out of his pocket and drew a circle around the cold spot.

"Doctor?" Clara called, "Professor?"

"What?" they looked up at her to see her holding Aeon now.

"I'm not happy," she frowned.

"No," they agreed, turning to walk out of the room when Clara looked back.

"Hey!" she shouted, rushing after them, catching up to them back in the hall, large windows at their side.

They stopped short though when they heard a loud thudding around them.

"What was that?" Clara breathed.

There were two more thuds and the Time Lords breathed out, seeing their breath, when a gust of air blew past them, snuffing the candles. They grinned widely.

"Excellent!" the Professor cheered, loving it!

The Doctor laughed, happy she was so happy with it all, but took her hands, rubbing them and blowing on them to warm them, knowing it was rather chilly around them now. Clara glanced over at the window, watching as it started to frost.

"Ok," Clara spun around, putting the candles and Aeon down, hearing two more thuds, "What is that?"

"It's a very loud noise," the Professor laughed as Aeon hissed at it.

"It's a very loud, very angry noise," the Doctor agreed.

Clara rolled her eyes, leave it to them to enjoy this, "But what's making it?!"

"We don't know," the Professor cheered, "Isn't that wonderful?!" she loved it when she didn't know something, she could learn about it!"

"Are you making it?" the Doctor eyed Clara as he moved closer to her, the two of them standing with their backs to a doorway as they looked down at the hall, the Professor moving to a window to touch the frost.

"Doctor?" Clara began.

"Yes?" he asked.

"I may be a teeny, tiny bit terrified."

"Yes?"

"But I'm still a grown-up."

"Mainly, yes, and..."

"There's no need to actually hold my hand."

The Doctor frowned and pulled both his hands out in front of him, "Clara?"

"Yes?"

"I'm_ not_ holding your hand."

They looked at the Doctor's hands and then back at the door. The Professor turned and there was a flash of lightning, lighting up the doorway to show…something, crooked, crawling on the ground.

Clara screamed and ran as the Doctor grabbed the Professor's hand as she just stared at the space, wanting a better look, and pulled her away, the three of them bolting down the stairs with Aeon, who had luckily remained in his kitten form, seeing his master and mistress running away from the danger, towards the sitting room where the major and Emma were.

As soon as they entered the room, a flat, dark, spinning disc appeared before them. The Doctor quickly grabbed the sonic and scanned it as the Professor took a step closer to eye it, not trusting herself to touch it. Aeon hissed at it, but didn't sense an actual danger from it at the moment.

"Has this happened before?" she asked the major.

"Never!" he cried.

"Camera!" the Doctor grabbed the camera from the major, "Camera!" and started snapping pictures of the disc as it spun faster and faster and began to crack.

Emma gasped as they all heard an eerie, vague scream.

"Doctor!" Clara gasped, spotting the figure of the ghost appear in the archway the Professor had been scanning before.

He turned and began snapping pictures of the white image that seemed to be in some sort of forest.

"Help me!" it screamed…when Emma collapsed, the figure disappearing moments before the Professor could try to touch it.

"Doctor!" Clara shouted as there was a crash from the stairs. They turned to see 'Help Me' had been written on the wall, fading away slowly as the disc disappeared.

The Professor pouted, "Well that was rather anticlimactic."

The humans turned to stare at her, stunned she was standing there so calmly, with her arms crossed, when they were all terrified, even Aeon seemed tense as the kitten stood beside her legs.

The Doctor just laughed and walked over to her, putting his arms around her waist to hug her comfortingly, "I know my dear, not much gets you all riled up."

She snorted, "Not much but you my love."

He grinned and kissed her, the humans just…staring…

~8~

The Doctor and Professor stood in the dark room that the major had set up in the house, watching as the man developed the new pictures of the figure, Aeon with Clara and Emma at the moment as both women were a bit shaken and the kitten sensed their unease more than his master and mistresses. The Time Lords looked at one clipped to the strings set up for them to dry on as the man worked away.

"We had a little peek at your records," the Professor told him, "Back at the Ministry."

"You've certainly seen a thing or two in your time," the Doctor murmured.

"Disrupting U-Boat operations across the North Sea, sabotaging railway lines across Europe, Operation Gibbon…"

"The one with the carrier pigeons," the Doctor cut in, "Brilliant! I do love a carrier pigeon."

"I did my duty, but then, so did thousands of others," the major shook his head, "MILLIONS of others...I was just lucky enough to come back."

The Doctor frowned, seeing an image _he'd_ taken of the Professor, the ghost behind her, which unsettled him a bit that the ghost had gotten so close and neither of them had realized it, "Yes but, how does that man, that war hero, end up here, in a lonely old house, looking for ghosts?"

"Because I killed...and I caused to have killed...I sent young men and women to their deaths...but here I am, still alive, and...it does tend to haunt you. Living, after so much of...the other thing. See, I was alone and unmarried and...I didn't mind dying. I mean, not for that cause. It was a very, very fine cause...defeating the enemy."

"And if you could contact them," the Professor looked over, "What would you say?"

"Well, I'd very much like to thank them."

She smiled.

"Ping!" the Doctor cheered, picking up a photo and clipping it up.

"What do you think she is?" the major asked them.

"Not what we thought she'd be," the Professor remarked.

"What did you think she'd be?"

"Fun," she sighed, "She's not as interesting as I hoped," she glanced over at the men, staring at her, and blinked, "I know _exactly_ what she is," they stared, "It's simple…" they stared more and so she sighed, "Can I borrow your camera?" she held out a hand and the major handed it over, "Brilliant," she nodded and left.

The Doctor stared at her, "She's…something else, isn't she?" the major wondered.

There they were, terrified, even him to a degree, and that woman seemed completely unaffected, almost…bored. It was like she'd seen something truly terrifying in her life and nothing else could scare her as much as that.

"Oh yes," the Doctor nodded, before grinning, "And she's all mine!" and ran after her.

~8~

The Time Lords and Clara ran down the steps of the house in the rain, huddled under the red umbrella again, Aeon in the Professor's jacket once more, rushing to the TARDIS, stopping a few feet away.

"I've got this weird feeling it's looking at me," Clara murmured, staring at it, "It doesn't like me."

"The TARDIS is just like Aeon," the Professor smiled, patting the kitten as it mewed, "A bit slow to trust," she reassured her as they ran to the TARDIS, "But you'll get there in the end."

Clara scoffed as she followed them, Aeon had trusted her almost instantly.

The Doctor opened the doors to the TARDIS and the Time Lords slipped inside, Clara stopping to look at the house once more, before trying to enter and being unable too.

They looked over when there was a knock on the door and shook their heads, the Doctor running to open the door as the Professor began to set the controls on the console.

"Hey!" Clara smiled as she entered, Aeon rushing over to her and pawing at her as she looked around to put the umbrella away, but saw nothing, "You need a place to keep this."

"We've got one," the Doctor pointed, but then frowned, seeing the umbrella stand missing, "Or we had one...I think we had one..." he started to spin around, trying to spot it, "Look around, see if you find it. Did we have one?" he asked the Professor as he walked over to her, "Am I going mad?"

"Oh Doctor," she patted his cheek, "You're mad as a box of frogs remember?"

He smiled at her, but then he heard Aeon hiss and turned to see Clara shaking the umbrella out by the door, getting the kitten, and the floor, wet, "No, not in here!" he rushed over to her, "How do you expect her to like you? She's SOAKING wet! It's a health and safety nightmare," he set the umbrella on a chair in the side of the controls, and moved back to the console.

"Sorry," Clara whispered up at the console's rotating top as she scooped Aeon up, "Sorry to you too," she told the kitten, petting him to try and make up for getting him wet, "So...where we going?"

"Nowhere," the Professor answered, "We're staying right here."

The Doctor nodded, helping her set the controls, having seen her thoughts in her mind about what the 'ghost' really was, "Right here, on this exact spot…if we can work out how to do it."

The Professor scoffed, "If YOU can work it out?" she nodded, "Well I suppose that's right, for YOU," she nudged him, "But I think I should be able to manage it, I DID pass my exams."

"Bring that up AGAIN!" he huffed, "It's only because you wore a skirt!"

She just laughed and patted his chest.

"So, _when_ are we going?" Clara guessed.

"Oh, that is good," the Doctor nodded, high-giving her, "That is top-notch."

"And the answer is…"

"We're going always," the Doctor responded, spinning around.

"We're going always?"

"TOTALLY!" he laughed, moving to dig for something under the console.

"That's not actually a sentence," the Professor remarked, setting the controls.

"Well, it's got a verb in it," he countered, coming back up with the orange spacesuit the Professor had worn to Apalapucia, "What do you think?" he held it to himself and spun around.

"Color's a bit boisterous," Clara remarked.

"I think it brings out my eyes."

"Makes my eyes hurt."

Aeon seemed to yowl in agreement.

He pouted before grinning, "You're right, looks rubbish on _me_!" he ran over to the Professor, holding it up to her, "Perfect."

~8~

The TARDIS set down ages ago and the Professor stepped out in the suit, the camera in hand, onto the volcanic, prehistoric surface, snapping a picture.

"When are we?" Clara asked the Doctor as they watched from the monitor, Aeon on the Doctor's shoulder again to watch his mistress carefully.

"About six billion years ago," he answered, watching as the Professor came back in, "It's a Tuesday, I think."

She pulled off her helmet, "Bit hot out there."

The Doctor grinned, "Bit hot in here," he eyed her.

She shook her head at him and walked over, kissing him quickly and giving Aeon a scratch behind the ears.

~8~

Clara followed the Time Lords through a jungle, filled with large insects, the Doctor snapping a few pictures this time as Aeon swiped at the critters prowling the ground around them.

~8~

They were back at the house, looking almost brand new, the Doctor taking a quick photo of the Professor holding Aeon on the gorgeous estate, before snapping one of the house.

~8~

"Be careful!" the Doctor called as the Professor, in the spacesuit again, headed for the doors of the TARDIS.

"Ever so dull," she shot back, stepping outside with the camera, making him smile, so THAT was where River had learned it from.

"Are you alright?" the Doctor asked, moving to Clara's side as she seemed a bit quiet, Aeon sitting on a side chair, curled up and licking his paw, "Ok, then," he nodded when she gave him a nod as well, moving to the monitor, "Don't press any buttons or pull any levers, or make any funny faces. Actually, don't move. Stand completely still. Don't breathe. Well, you can breathe...but shallow breaths…" he glanced back at her, seeing if his words might have cheered her up, he COULD tell that something was bothering her and he didn't like seeing children (because yes she really was like a child compared to them) sad, "Oi," he laughed, "Don't stand there!" he gestured her over, moving her before the monitor, the Professor on a rocky planet, looking much like the Earth they'd seen first, but…sick.

The Professor snapped a photo, looking around as Clara sighed.

"Clara," the Doctor looked at her, speaking softly, reaching out to place a comforting hand on her shoulder, "What's wrong?"

"Have we just watched the entire life cycle of the Earth?" she asked him, "Birth to death?"

"Yes," he nodded.

"And you're ok with that?"

"Yes."

"How can you be?"

"The TARDIS. She's...time. We...wibbly Vortex and so on," he tried to explain, doing a rather bad job he knew.

"That's not what I mean."

"Ok..." he stared at her, "Some help? Context? Cheat sheet? Something?"

"I mean, one minute you're in 1974, looking for ghosts but all you have to do is open your eyes and talk to whoever's standing there. To you, I haven't been born yet...and to you, I've been dead 100 billion years. Is my body out there somewhere? In the ground?"

"Yes, I suppose it is…" he moved around the console, seeing the Professor about to head in.

"But here we are, talking. So I am a ghost. To you, I'm a ghost...we're all ghosts to you. We must be nothing."

He looked at her, "No, no, you're not that."

"Then what are we? What can we possibly be?"

He smiled at her, reaching out to push a hair behind her ear affectionately, "You," he put his hands on her shoulders, looking her in the eye, "Are the only mystery worth solving," he told her, making her smile, "There we go," he tapped her nose, making her laugh, "Bit of a smile eh?"

"Did I miss something?" the Professor asked as she popped her helmet, stepping in.

Clara smiled and shook her head, "No."

"Doctor?" she asked him, sensing something else in Clara's tone.

"Just sorted out a bit of an existential crisis," he told her, "Nothing to worry about."

"Right," she nodded, starting to tug off her suit, "Well, if it's alright with you, I'm having a shower before going back to the manor, it's _ridiculously_ hot out there for the sun being about to die."

The Doctor nodded, "Right, I'll just get everything set up for the return tri…"

"Who said I was showering alone?" she smirked, grabbing his hand as she passed and pulling him on.

Clara staring wide eyed as they passed, before bursting out laughing after they disappeared, her plopping down on the chair Aeon was on, moving the kitten to her lap to play with him as she waited.

~8~

The Doctor stepped out of the bathroom, a towel around his waist, to see the Professor already dressed, her hair damp, standing before their bed, her jacket, sunglasses, and sandals off, but wearing her skirt and top, with small piles of clothes before her. They'd had…quite the steamy shower, so steamy that the TARDIS had suddenly turned the water cold, when they'd finished. They really didn't want to know how the box knew when to change the water and help them cool off. The Professor had squealed and tried to get out from under the water, he'd…stayed. He needed that cold water, quite a bit. So she'd been out for a few minutes more than he had.

He walked over to her, wrapping an arm around her waist as he looked down at the outfits, smiling as he recognized them. It was her most recent incarnations clothing. There was her white shirt, her black pants, and her grey waterfall cardigan from her 9th self, her black, knee-length, cargo pants, grey/blue tank top and thin sweater jacket from her 10th self, and…the tank top she used to wear, her old jean jacket, lying before her as well. There was a box out as well, he knew what she was doing. She always kept her previous outfits, instead of returning the outfit to the wardrobe she kept them tucked away in a box. She was adding her original 11th self's clothing to it.

He did frown though when he saw something…odd…lying on top of the pants her last self had worn.

"What's that?" he nodded at the item, resting his chin on her shoulder.

She smiled, "Handcuffs."

He blinked, straightening, "Why do you have handcuffs?"

She shrugged, "After Halpen locked us up with the Ood, I thought it would be beneficial to have a pair on me, if I ever needed to use them. I didn't, forgot they were even really there."

He pouted, "I hate handcuffs," every time he ended up in them, bad things happened, like when River had locked them up in the Library, the Ood had attacked them, when River had tried to save them from their fixed point deaths…

"They _can_ come in handy though," she remarked.

He scoffed, "No, I don't think they can."

She looked at them a moment, before picking them up, "I bet I can make you love them."

"Ha!" he laughed, that would never happen.

She nodded, conceding to that, "Or at least _like_ them."

"And how are you going to do that?" he asked sarcastically, he really hated handcuffs.

She just turned and put her arms around his neck, leaning in to kiss him deeply, feeling him smile as he wound his arms around her waist, kissing her back. She slowly turned, moving him towards the bed, nudging him down onto it, the two of them moving farther back on it.

The Doctor let out a groan as he straddled him, moving her lips from his lips to his neck, making him close his eyes at the rush racing through his body…

Not even noticing her moving his arms…

Till he heard a click, and realized his hands had just been handcuffed over his head, to the headboard.

His eyes shot open and he looked at her, breathing hard, his eyes wide.

She just winked at him and leaned in, kissing him deeply once more…

And pulling the towel off him…

~8~

The Time Lords, both with very damp hair from their second shower, stood before the humans in the parlor, a slide projector set up before them, as they put in the slides of the photos they'd taken. The Doctor had a smile on his face, the smile of a man who had discovered he rather liked something he always thought he wouldn't...but, then again, the Professor always had a way of making him like things he usually didn't...

"What's wrong?" Emma asked, walking over to Clara where she was standing before the board of pictures, Aeon in her arms, sensing she had been upset about something.

"Nothing anymore," she smiled at the woman, the Doctor really was good at making people feel better wasn't he? "Just…saw something that got me upset a moment."

"What did you see?"

"That...everything ends."

"No, not everything. Not love..." Emma murmured, glancing at the major, which made Clara smile, she could tell the two had feelings for each other, "Not always."

"Right!" the Doctor cheered as everything was set up, "Done! That's it, gather round, gather round. Roll up! Roll up!" he flashed the sonic at the projector, "The Ghast of Caliburn House…" he began to show images the major had taken of her.

"Never changing," the Professor nodded, "Trapped in a moment of fear and torment but what if she's not?"

"What if she's just trapped somewhere time runs more slowly than it does here?"

"What if a second to her was 100,000 years to us?"

"And what if somebody has a magic box," the Doctor grinned.

"A _blue_ box," the Professor smirked as they shared a smile despite Clara shaking her head at them.

"Probably blue," he agreed.

"What if said somebodies could take a snapshot of her, say…every few million years?"

The slides began to show a young woman in a futuristic white suit, running.

"She's not a ghost..." the Doctor explained, "But she's definitely a lost soul."

"Her name's Hila Tacorian," the Professor brought up a shot of the woman, standing there, smiling, "She's a pioneer, a time traveler."

"Or at least she will be, in a few hundred years," the Doctor nodded as they looked at the humans, staring at them.

Emma looked at Clara, "They do that a lot don't they?"

"An awful lot," she sighed.

"Even more than the flirting?"

"Quite possibly."

The Time Lords just smiled.

The major, though, shook his head, "Time travel's not possible. The paradoxes..."

"Resolve themselves," the Professor shrugged, "By and large, with a little help."

"How long has she been alone?" Emma frowned at the image of the woman.

"Well, time travel's a funny old thing," the Doctor sighed, "I mean, from her perspective, she crash landed..." he checked his watch, "Three minutes ago."

"Crash landed? Where?"

"She's in a pocket Universe..." the Professor began.

"A distorted echo of our own," the Doctor nodded as Clara rolled her eyes at them starting up again, scratching Aeon absently.

"They happen sometimes but never last for long."

The Doctor blew up two balloons, "Our Universe," he held up the balloon in his right hand, "Hila Tacorian's here," and the other balloon, "In a pocket Universe. You're a lantern," he told Emma, "Shining across the dimensions, guiding her home. Back to the land of the living," he brought the balloons closer before deflating them.

"But what's she running from?" Clara asked.

"Oh, that's the best bit," the Professor grinned, "We don't know yet," she nearly buzzed with excitement, "Shall we see?"

The Doctor grinned and changed a slide. Emma gasped as the major lowered his glasses, peering at the image, Clara and the doctor looked stunned, Aeon hissing and narrowing his eyes at the image of something looking like it was scuttling around, an elongated neck, twisted a bit.

The Professor just tilted her head, "Oh, it's a Crooked Man!"

They all just stared at her.

She just rolled her eyes, "No attention in school at all, did you?" she looked at the Doctor.

He just shrugged, he'd already admitted he'd spent more attention on her than anything else in the Academy.

"So, what do we do?" Emma asked.

"Not 'we,'" the Doctor turned to her, "_You_...you save Hila Tacorian because you're Emma Grayling. You are the lantern, the rest of us are just along for the ride, I'm afraid."

"Right," the Professor nodded, "We're going to need some sturdy rope, a blue crystal from Metebelis Three…"

"And some Kendal Mint Cake," the Doctor grinned, "I love Kendal Mint Cake."

The Professor laughed, "I think we've got all that in the TARDIS…"

"Right, come along Clara!" he called and they ran out, Clara following them with Aeon dashing after them, having leapt out of her hold.

~8~

Clara sat on the edge of the console's floor, her arms resting on the railings, her legs dangling down, Aeon on her lap as he peered at the Doctor working underneath it, the Professor at the console, putting together a small sort of metal strappy thing the size of a human head with a blue crystal beside her.

"Can't you just...y'know?" Clara began.

"What?" the Professor looked over.

"Fly the TARDIS into the parallel Universe?"

"Ah, it's not a parallel Universe," the Doctor shook his head, grabbing a white oval crystal from one of the panels under the console and put it in his jacket, "It's a POCKET Universe. Plus, it is collapsing," he gathered up the rope and headed up to the console.

"The TARDIS could get in there," the Professor nodded.

"But entropy would bleed her power sources, you see?"

"Trap her there until the entire Universe decayed back into the quantum foam."

"Which would take about three minutes, give or take, you know."

Clara sighed, "You two really do need to stop doing that," she told them, getting up when Aeon hopped off her lap, "It really IS annoying."

They just laughed, too late, far too late, they'd been together too long to not be able to finish the other's sentences.

~8~

The Professor was examining the wires that they'd connected all the way from the TARDIS to the house, everything set up in the music room, equipment, electronics…a tripod with a large sort of white glowing egg thing on it.

"What is that?" Clara moved to touch it.

The Doctor slapped her hand away from it, "A subset of the Eye of Harmony."

"I don't..."

"Of course you don't. Be weird if you did, I barely do myself and it was NOT because I didn't pass my exams thank you," he called to the Professor.

She just rolled her eyes and stood up, "Emma, sit down," she led the woman to a chair, setting the metal strappy crown on her head, the blue crystal in the middle, "All the way from Metebelis Three."

The Doctor soniced the clocks they'd set up all around the room, stepping over Aeon as he played with a ball of wires, distracted, as easily distracted as the Doctor could be at times.

"What does it do?" Emma asked, straightening the crown.

"It amplifies your natural abilities, like a microphone."

"Or a pooper-scooper!" the Doctor cheered as they just stared at him a moment.

"What exactly_ is_ this arrangement?" the major asked as the clocks began to tick, not seeming pleased with it at all.

"A psychochronograph," the Professor remarked, looking around, "One actually set up correctly and not sucking us into the minds of historic humans…again."

"That only happened once!" the Doctor called from the other side of the room.

"Forgive me, but isn't it all a bit, well...make-do and mend?"

"Non-psychic technology won't work where I'm going," the Professor picked up a harness that was attached to a rope.

"Hold on," the Doctor frowned, "Where YOU'RE going?" he walked over to her, "I thought we agreed _I_ would be going."

She smiled and patted his cheek, "YOU agreed you'd be going, I, on the other hand, determined _I _should go."

"And YOU get to decide why?"

"Because I'm the boss," she poked him in the chest, "Don't make me pull rank on you soldier."

"Professor…" he began, actually being serious, "It'll be dangerous and I…"

"Have no experience in extraction," she reminded him, "Really Doctor, do you think the High Council was oblivious to the Dalek traps? As soon as they caught wind of it they sent ME to extract the others, I can do this. It's just a human and a Crooked Man, nothing to worry about."

He pouted, "I don't like this."

"And I didn't like you asking me to_ sing_ instead of standing beside you to face an insane star," she reminded him lightly, as he winced, knowing that would come back to bite him eventually. She reached up to touch his check, giving him a kiss, "Let me do this and we'll call it even."

He sighed, leaning in to kiss her more, "Come back safe."

"I always come back to you," she promised, reaching out to place her hand on his right heart, him doing the same, before their hands met in a hold, "Always."

He nodded, kissing her forehead, "Good luck."

She laughed, "All I need to do is dive into another dimension, find the traveler, help her escape the monster, get home before the entire dimension collapses."

He nodded, "Good luck."

"Thanks."

"Doctor?" Emma called, not having wanted to disturb their moment, but actually growing a bit scared, "Will it hurt?"

The Doctor took a breath and walked over to her, "No," he told her, before sighing, realizing she'd probably know he was lying, "Well, yes. Probably. A bit. Well, quite a lot. I don't know. It might be agony. To be perfectly honest, I'll be interested to find out."

Emma glanced at the ticking clocks, then the major, who nodded, and back at the Doctor, before she took a breath and closed her eyes, "I'm talking to the lost soul that abides in this place. I'm speaking to Hila Tacorian…"

The Professor strapped on the last of the harness and looked at Clara, nodding as the girl moved to Aeon and picked the kitten up, knowing that, if anything went wrong, he'd try to jump into the portal with her and neither the Professor nor the Doctor, nor her really, wanted the kitten to get stuck in the other Universe. She gave the Professor a nod, petting Aeon, as the woman looked at the Doctor as he attached the rope to the winch they'd set up, eyeing the clocks as they began to go backwards some even going forwards, some getting stuck on a second or two.

Emma began to pant before her eyes snapped open, gasping.

The disc appeared again, spinning faster, shattering…till a bright light shown through it in the doorway where the cold spot had been, wind flying out of it.

"See?" the Doctor called to the humans, "The Witch of the Well! It's a wormhole!" the Professor hooked the rope to the harness, "A reality well! A door to the echo Universe!" he looked at the Professor, "Ready?"

"Always," she grinned, bouncing a little, eager to go, moving her sunglasses down to her face to stare into the bright light.

"Ready?" he looked at Emma.

"READY!" she screamed.

"Go!" he shouted to the Professor.

She just laughed, "That's Geronimo!" she cried, jumping into the wormhole, Aeon squirming in Clara's hold, the Doctor's grip on the winch handle white.

~8~

The Professor clung to the rope as she fell through the wormhole, "Woo hoo!"

~8~

The Doctor laughed, hearing her cheers in his mind, when the winch was pulled.

"Aeon!" Clara jolted forward, trying to keep Aeon from leaping out of her old, the major rushing over to help her keep the kitten back, the Doctor's eyes on the portal.

~8~

The Professor landed in the middle of the woods, or the echo of woods, and pushed her sunglasses onto her head, looking around, making sure she knew where she was before unbuckling the harness and setting it on a rock.

She grinned, "Love this!"

And took off, running through the woods, listening for Hila…

She skid to a halt at the edge of something that looked, quite literally, like the edge of the Universe, and fell backwards, scrambling away, gasping, it was…quite a way up, "Ok," she breathed, pushing herself up, "Love it just a little less," before she turned around, "Hila!" she shouted, running again, "Hila! Hila Tacorian!"

She stopped, looking down, seeing footprints in the dirt, kneeling down to touch one, human…and other. She stiffened, hearing something growling behind her, scampering around, the Crooked Man. She slowly stood, taking out her blaster, Crooked Men, while ugly, weren't typically violent, however…one could never be sure. Typically wasn't always.

"Help me!" she heard someone scream in the distance, "Help!"

She turned and ran down a small hill...nearly running right into Hila as she burst out of the fog, "Hila!" she beamed, grabbing the woman's hand, "Wonderful," she turned to pull her on.

But Hila stayed put, "Who are you?"

"We're in a collapsing Universe, we'll be dead in two minutes, really not the best time," she told the woman, "Run!"

"Wait!" she pulled her again, "There's something in the mist…"

"Then _run_!" she pulled her one more time, "Run!"

They ran as fast as they could through the forest, the Professor watching the trees around her, following her own steps back to where she'd first entered.

"Professor!" they could hear Emma shouting in the distance, "Professor! Come home. Professor, come home!"

"Oh you're _kidding_ me," the Professor panted, seeing that the rock and cable with the harness had disappeared, same spot she entered, but no way back.

"What's wrong?" Hila gasped.

"You know that exit I mentioned?"

"Yes?"

"Well, a very powerful psychic has moved it."

She turned and ran back, Hila following.

"Professor!" Emma shouted.

"This way!" she led Hila towards the voice, Emma was telling them to come home, which meant the exit had to have been moved to the house. This was an echo of the woods around it, the house must be there somewhere too!

"Professor, we're here!" Emma cried.

"There it is!" the Professor cheered, seeing the house, "Brilliant Emma!"

"What's that?" Hila stared.

"An echo house, in an echo Universe," she beamed, grabbing Hila's hand, "Come on!"

"Professor!" Emma's voice echoed as they ran towards the house. The Professor looked back to see the Crooked Man was following them, "Professor!"

They ran into the house, slamming the doors shut behind them the Professor locking them as they heard a growl and snarl on the other side as something bashed against it.

"It's looking for a way in," she told Hila, grabbing her to run off, leading her up the stairs to the music room.

~8~

"I'm not strong enough!" Emma gasped, in pain.

"Just a few more seconds!" the Doctor pleaded, starting to shake as he stared at the portal, Aeon yowling beside him.

Emma screamed.

~8~

"The rope!" the Professor pointed, seeing the harness on the ground as soon as they entered the music room, "Grab the rope, give it three tugs! Quick as you like!"

Hila put the harness on, "What about you?"

"I'll be next," she agreed, kissing her blaster and wedging it into the door handles, locking the door from the Crooked Man.

Hila tugged the rope.

~8~

The Doctor began to wind the winch in, seeing the rope tug, knowing Hila was coming through, he couldn't hear the Professor in the pocket Universe, but he knew she wouldn't let Hila not go first.

~8~

The Professor smiled as she watched Hila go.

~8~

The major ran to Hila's side, trying to get the harness off her as she fell into the house through the portal.

~8~

The Professor glanced back, waiting for the harness to fall through, only to hear thudding on the doors, the Crooked Man trying to get in, "Thought that's what you were," she remarked.

~8~

Emma suddenly fell out of her chair with a scream, just as the major got the harness off Hila, the crown falling from her head, the connection broken…

The portal faded…

"No!" the Doctor shouted as the major ran to Emma's side, the Doctor rushing for the wormhole, leaping towards it…

Only to fall onto his face on the other side of the door.

The portal was gone.

~8~

The Professor blinked, staring at the place the portal had just been, gone now.

She took a step forward and ended up back in the woods, the house gone, the Crooked Man's scampering in the distance.

"Ah," she nodded, kneeling down to pick up her blaster, "Well then…I DID want interesting…"

~8~

"No!" the Doctor leapt up, hearing the cloister bell of the TARDIS ringing, signaling the danger one of her pilots was in, Aeon leaping out of Clara's hold, having bit her hand lightly to get her to let him go, and ran to the space where the portal had been, turning in circles, trying to find his mistress.

~8~

"Where are you Mr. Crooked Man?" the Professor wondered, closing her eyes to listen, smiling when she heard it, and took off.

~8~

"No!" the Doctor cried, scrambling to his feet and running to Emma, "Wake up!" he demanded, "WAKE UP!" he grabbed her shoulders, shaking her, "Open it!"

"I'm sorry," Emma wept, crying into the major's chest.

"Don't be sorry," the major soothed, "Don't be. What you did..." he stroked her hair.

"Wasn't enough," the Doctor nearly growled, "She needs to do it again!"

"Doctor," Clara tried to calm him, "She can't. Look at her!"

"She HAS to!" he snapped at Clara, but the humans just stared at him. His jaw tightened as his fist clenched, "We can't leave her!" he shouted, running out of the room, Aeon bounding after him.

"Doctor!" Clara ran after him, catching up with him outside the house as he tried to pull the TARDIS doors off their hinges, the box seeming to refuse to let him inside, seeming to know his plans.

"Come ON!" he nearly snarled at the doors, kicking them, Aeon scratching at their base, "Let me in!"

"Doctor you need to calm down…" she tried, putting a hand on his shoulder.

He just spun to her, his eyes narrowed, "Calm down? Calm down! Don't you DARE tell me to calm down Clara Oswin Oswald!"

She frowned, why did he keep bringing up that Oswin thing?

"Open!" he spat at the doors, shoving his shoulder against them…

When there was a buzz and a light flickered behind them, an image of the Professor appearing there.

"Whoa!" Clara breathed, "What's this now? That's not the Professor is it?"

"It's the TARDIS Voice Visual Interface," he stalked over to it, "Open those doors!"

The image of the Professor just blinked, "I'm programmed to select the image of a person you esteem. Of several billion such images in my databanks, this one best meets the criterion for this situation."

"We have to help the Professor!" he shouted at it.

"The Professor is in the pocket Universe."

"Yes I'm bloody well aware of that!" he snapped, "We need to go there and get her back!"

"The entropy would drain the energy from my heart. In four seconds, I'd be stranded. In ten, I'd be dead."

"She'll be dead as well!"

Clara frowned, "Is the TARDIS always such a cow?" she asked him, not liking how the box wasn't even trying to let him help the woman.

The image flickered and suddenly the Professor was looking at the Doctor, "Anger is always the shortest distance to a mistake."

The Doctor let out a breath, Clara seeing him physically deflate at those words, before he started smiling, "Oh you…" he laughed, "Brilliant!" he pointed at the image, "Open the doors, please."

The image flickered away and the doors opened.

"Yes!" he ran in, Aeon just behind him.

"What just happened?" Clara called, rushing after him.

~8~

The Professor spun around, hearing a faint, "Professor! Can you hear me? PROFESSOR!" in the distance.

~8~

"I needed to _think_," the Doctor began, racing around the console, Aeon at his heels till Clara grabbed him to keep him from getting stepped on in the Doctor's excitement, "I need to be able to think _clearly_ and _rationally_ about what I was about to do," he explained, "Being angry, I'd have destroyed the TARDIS, but now!" he cheered, grabbing a lever, "I know JUST how to get her back!" he pulled it…

And the TARDIS jolted.

~8~

"Professor?" the Professor beamed, hearing Emma and took off towards the voice, "Can you hear me?"

~8~

The TARDIS flew through the Vortex madly, Clara barely managing to hold on with one hand, Aeon in her other, as the box threw them about, the Doctor cheering.

~8~

"Professor...Professor, we're here. Come home!"

"On my way," she laughed, running, only to skid to a stop, hearing the Crooked Man. She scoffed, "You want to frighten _me_? Well sorry mate. I'm not afraid of the creatures in the dark, of the bogeyman under the bed, of the monster seeking whom you may devour. You want me to be afraid?" she laughed, "Tough."

~8~

"Almost there!" the Doctor shouted, managing to cling to the console, staring at the monitor.

~8~

"Professor...hurry!" Emma's voice called.

The Professor nodded, "Sorry!" she called to it, "But I'm _not_ going to piggyback you across. You'll have to catch me first."

And with that, she took off, the Crooked Man following her, racing as fast as it could, but she always had been fast, she'd had more than enough experience running from things chasing her, and escaping them.

And she wasn't just escaping it, she was running TO the Doctor, and that made her run all the faster.

~8~

"Three…" the Doctor countered down, "Two…ONE! Geronimo!"

~8~

"Brilliant!" the Professor laughed, running towards the TARDIS as it appeared in the sky, she had to be quick, the old box had to get in and out in under 4 seconds.

She ran to the box and jumped…

~8~

In the music room, the TARDIS materialized as Emma screamed and fell to her knees, the Professor leaning casually against the box, beaming even as she panted.

The Doctor ran out of the box, turning instinctively to grab the Professor kissing her soundly, pressed against the TARDIS, before pulling her away from it, spinning her around, laughing.

"That…was…amazing!" the Professor cheered, laughing, before _she_ pulled _him_ into a deep kiss, the humans starting to laugh at that as well…everything was over now, they were all safe, Aeon meowing happily at seeing his mistress back.

~8~

The Doctor and Professor stood at one of the windows, looking out at Clara and Hila and the major as they stood talking outside, Aeon trotting after them, basking in the warm sunlight, when Emma came up behind them, "You wanted a word?"

"Well, if that's..." the Doctor began.

"That's fine," Emma nodded, eyeing them, "You didn't come here for the ghost, did you?"

"No," the Professor agreed.

"You came here for me."

"Yes."

"Why?"

"We needed to ask you something," the Doctor sighed.

"Then ask."

"Clara..."

"Yes?"

"What _is _she?"

Emma blinked, "She's a girl."

"Yes, but what _kind_ of girl?" the Professor asked, it was rather frustrating to not be able to scan that.

She really liked Clara, she did, she really did think of the girl as the granddaughter she'd never gotten to have…and hopefully wouldn't have for quite a while…Jenny better not make her a grandmother that quickly. But, getting back to point, she was staring to love Clara dearly, but…there was just something that kept niggling her, that familiarity she'd felt when she'd first heard Oswin speak, when she'd first seen Clara-Oswin in London…there was something about her that she felt like she should remember but…didn't.

It was really, _really_ frustrating.

"Specifically," the Doctor added.

"She's a perfectly ordinary girl," Emma told them, "Very pretty..."

"I've seen better," the Doctor shrugged, his arm winding around the Professor.

"...very clever..."

"Definitely seen better," he smiled at her.

"More scared than she lets on."

"Understandable," the Professor nodded, "And that's it, is it?"

"Why? Is that not enough?"

The Time Lords just looked at each other, of course it was, but…they couldn't help but fear that, if THIS Clara was the original…what if…what if whatever happened that had placed her all over the Universe, all over time, what if it _killed_ her? What if all the other hers were destined to live in an echo, dying, like their original her had? Would they be able to keep her safe, to stop it, if it meant none of those other echoes existed? If they stopped the echoes…they would have died in London, in the Asylum, had it not been for the echoes…and that hurt.

If they stopped the echoes, that would be a paradox.

If they didn't…Clara might die.

~8~

The Time Lords smiled as they watched the major staring at the TARDIS, his hand on it, inspecting it, as Hila and Emma walked along side each other, the Doctor and Professor behind them.

Emma hugged Hila, the Doctor joining in, pulling the Professor in as well while Clara just laughed at them, Aeon beside her, watching them.

"Where will you go?" Emma asked Hila.

"They can't take me home," Hila sighed, understanding what that meant for time travel, "History says I went missing."

"But they can change history."

"No, no, no, we can't, actually," the Doctor began, "There are fixed points in time you see..."

"Husband?" the Professor cut in.

"Yes?" he looked at her.

"Hush."

"Right," he nodded.

"I knew you were there..." Hila turned back to Emma, "I could feel you."

"I know..." Emma began as they stared at each other.

"Have we..."

"We can't have. You haven't even been born yet."

"No," the Professor smiled, "You can't have _met_ but she _can_ be your great-great-great-great-great-granddaughter."

"Yours too, of course!" the Doctor patted the major on the shoulder as he walked over, "But you'd guessed that already, hadn't you?" he trailed off, seeing the major and Emma staring at each other, shocked, "Oh...apparently not."

"The paradoxes..." the major began.

"Resolve themselves," the Professor repeated with a laugh, "By and large, with a little help," she gestured at her and the Doctor, "That's why the psychic link was so powerful."

"Blood calling to blood," the Doctor nodded, "Out of time. Not everything ends, eh?" he patted the major's arm and pulled the Professor closer, "Not love. Not always."

"Not _ever_," the Professor smiled at him, tugging him to the TARDIS, Aeon trotting after them.

"Doctor, Professor," the major followed them, "What about…what about...us? Emma and me?"

"What about you?" the Doctor looked at him.

"Well, what's supposed to happen? I mean, what do we do now?"

"Hold hands..." the Doctor said, kissing the Professor's as Emma came over to the major, "That's what you're meant to do. Keep doing that and don't let go. That's the secret," he winked at them.

"Holding hands…" the Professor murmured, before frowning, "Oh I'm getting slow in my old age," she muttered, "Do you see?" she looked at the Doctor.

He frowned, thinking on it, on how hand holding could have sparked some sort of epiph…

Oh…

That creature…the one they'd seen in the house…they'd thought it was just an echo, like Hila…

Oh dear.

The Doctor smacked his forehead as he worked it out too, "I'm so...slow! I am slow, I'm notorious for it apparently," he laughed, poking the Professor, "That's always been my problem, can't think as fast as you, but I get there in the end. Oh, yes."

"Doctor?" Clara frowned, eyeing them as even Aeon looked up at them, confused.

"How do sharks make babies?"

"Carefully?"

"No, no, no, happily!"

"Sharks don't actually smile. They're just...well, they've got lots and lots of teeth. They're quite eaty."

"Exactly! But birds do it, bees do it, even educated FLEAS do it. Every lonely monster needs a companion!" he pulled them over to where they could see the house.

"There's two of them?!" Clara gasped, seeing a second creature in the window, Aeon hissing at it.

The Professor laughed, "It's ok Aeon," she picked the kitten up, petting him, "Not a monster," she reassured him, "Not a threat."

"It's the oldest story in the Universe," the Doctor began, "This one, or any other. Boy and girl fall in love," he looked at the Professor, his gaze soft, "Get separated by events…war, politics, accidents in time. She's thrown out of the HEX…" he wound his arms around her.

"Or he's thrown into it," she countered.

"Since then they've been _yearning_ for each other across time and space, across dimensions…yearning with _everything_ he has," he whispered.

"This isn't a ghost story," she nodded, "It's a..._love_ story."

"Not quite the most powerful love story ever told," he remarked, "No one can beat…"

"The Ponds," she laughed.

"Us, my dear," he whispered, kissing her.

"I know, my love," she kissed him back, Aeon mewing happily.

"Let's go play matchmaker," he beamed, tugging her back to Emma, "Excuse us! Excuse us! Sorry to interrupt the rest of your life," he looked at her, "So...tiny favor to ask..."

~8~

The Doctor landed in the pocket Universe, insisting HE go this time, he wanted to really see what it looked like, and took off the harness, running through the woods, following the instructions the Professor had given him on how to find the Crooked Man and get back.

"We're sorry!" he called out, "The Professor and I understand now! I can take you to her! I can take you to a safe place far away from here! You can be together! Well, come on then! She's waiting!" he paused, hearing a snarling behind him, and turned around to see the creature with a long twisted neck, a distorted face, looking a bit like it was decaying, "Well, hello," he eyed it, "You old Romeo, you!" he glanced back, hearing the TARDIS, "Now...here she comes."

~8~

The Professor laughed as she flew the TARDIS through the Vortex, into the pocket Universe, enjoying the ride, "Woo!"

"Ha ha!" Clara laughed beside her, holding onto Aeon, "Woo!"

~8~

The Doctor looked up as the TARDIS came spinning through the sky, "Get ready to jump!" he told the Crooked Man, before doing just that.

A/N: ...I have NO idea where the handcuffs idea came from. I really don't. :/ I hope it wasn't too weird or uncomfortable for anyone. I just figured, with all the joking River made about handcuffs, it would be funny if the handcuffs appeared again but with the Professor this time :)

Lol, I really wanted the Professor to be the one in the pocket Universe just because the Doctor made her let HIM face the enemy on Akhaten so SHE wanted to face this enemy as well. I also thought, given everything she'd seen during the war, lived through before it, everything she'd done during it, and faced since then, that a ghost really wouldn't scare her all that much. The training program made it so that the Academics would feel safe if they had a weapon on them, or at the very least secure enough without one (as they WERE weapons) so as long as she had her blaster, she really would feel capable of facing anything. I think Jex is the most freaked out she'd gotten in this series and only because he was a reminder of the men and women who had done that to her as well :)

I wasn't sure if Clara was talking about Carlisle the place or Carlyle the person, so I went with the person, just so you know :) If it really is the place and not the person, just let me know and I'll fix it :)

Some notes on reviews...

Lol, that sounds interesting, though I have to admit, I haven't seen much Star Trek, but when I get caught up on everything, I'll definitely check it out :)

Oh, I don't think the Universe could handle Clara, Jenny, River, AND the Professor in the same place lol :) I CAN say though that Clara/Jenny/Professor and Clara/River/Professor will make separate appearances in this series at least :) But you never know, I might to something with them later :)


	12. Journey to the Center of the TARDIS

Journey to the Center of the TARDIS

The Professor stood at one end of the console, watching as the Doctor followed Clara as the girl walked aimlessly around the controls, she found it amusing actually. It had taken a while, given the Doctor's extreme anxiety about saving her from the pocket Universe, but it had finally sunk in just what Clara had said when the two of them had been standing outside the TARDIS at Caliburn house.

She'd called the TARDIS a cow. A cow!

"You said..." the Doctor frowned, shaking his head at how he'd JUST realized what the girl had called, not only their ancient blue box, but their beloved mother!

No wonder the TARDIS had been so cross and sparking whenever they BOTH tried to touch the controls.

"I know what I said," Clara rolled her eyes, "I was the one who said it."

"You said it was looking at you funny!"

"I was tired. Overwrought. And it's not like you can say different, YOU were the one trying to kick the doors down mister," Clara spun around to point at him, still walking backwards.

The Professor chuckled, "You called the TARDIS a cow, Clara," she reminded her, before she blinked, "You tried to kick the doors down?" she looked at the Doctor.

He paused, near her, "I was tired, overwrought…" he began.

The Professor shook her head at him and leaned in, pecking his cheek, "You should know by now, my love, kicking doors down is MY thing."

He grinned, moving to wind his arms around her, "Believe me, my dear, I am very, _very_ aware of that…" he let his gaze trail down her to her legs.

"Leg man," she murmured, giving his chin a peck.

He beamed at her, "Chin woman."

"That really _is _so sweet when you two do that," Clara remarked, smiling at them from where she'd moved over to one of the side chairs, sitting down and kicking her legs a bit.

"Thanks!" the Doctor smiled.

"But that's still not going to put us off the fact that you called her a cow," the Professor pointed at her.

"Well I didn't mean it!" Clara insisted, "It's an appliance. It does a job."

"It's a pretty cool appliance," the Doctor tapped the rotor, "We're not talking cheese grater here!"

"We're talking about our mother," the Professor agreed, turning to lean on the console, glancing over her shoulder at a soft purring noise, smiling as she saw Aeon sleeping curled on the other side chair on the other side of the console room, that little guy was just the cutest thing and what surprised her was how well the Doctor was doing with having a cat around.

He actually had no problem when the little guy would somehow climb onto their bed and curl up on the pillows, it was actually rather adorable when she woke up to see Aeon asleep on the Doctor's large forehead, it always brought a smile to her face.

'_My forehead is not THAT big!_' he insisted with a small pout.

She scoffed, '_And, let me guess, your chin is normal sized as well?_'

He rolled his eyes, '_Well, we can't all be as perfect as you Kata._'

She blinked, smiling a bit, '_You think I'm perfect?_'

He looked at her, a soft look in his eyes, '_Of course you are,_' he told her, sincere, meaning it with everything he had, '_You are the most perfect creation the Universe has ever produced._'

'_And you…_' she walked closer to him, taking his hands, '_With your floppy hair, big forehead, funny chin, bow tie, scrawny little frame, and wide feet…_' she smiled wider, seeing him starting to pout again, '_Are utterly perfect for ME,_' before she leaned in to kiss him soundly, '_My husband, my Bonded, my Theta._'

"…are you two flirting in your heads again?" Clara asked after a moment of watching their expressions change before they'd started kissing again. They'd mentioned that they could speak telepathically and she'd begun to be able to tell when they were, by their expressions, by the looks that passed between them, far more than just silently conveying something with their eyes but looking like they were literally talking.

"Hmm?" the Doctor looked over at her, still partially dazed from the kiss the Professor had just bestowed upon him.

"We were," the Professor nodded, "You know, the TARDIS is telepathic, she can hear your thoughts…have you tried apologizing?"

"Yes!" the Doctor snapped his fingers and pointed at Clara, "That might help, just say you're sorry. Have a nice chat and…"

"You're not getting me to talk to your ship," Clara insisted, "That's properly bonkers."

"It's ok," the Doctor stroked the console in apology for Clara's words, making his way around it, "It's ok."

"And there you have it," the Professor gestured at him, "The madman and his box."

"Oi!" he looked at her, racing to her as he wound his arms around her, pulling her close, "That's OUR box. You're not all that sane either."

"I can't be having spent centuries with you can I?" she countered with a smile.

"You have no idea how much I _love_ the sound of that, do you?" he asked, whispering in her ear, "Centuries with me."

"Centuries more," she promised, kissing his cheek.

"You're like those children who can't be friends with someone unless their mother approves," Clara remarked.

"And that's why it's important to us that you get along," the Professor told her, "This old box is all we have besides each other, if she doesn't like you then…well," she sighed, "You know who we'd pick."

Clara blinked, frowning a bit at that. She understood, really she did, the box was everything they had left, she understood why they'd pick the box over her. But still, it DID hurt to know that she wouldn't be picked if the box didn't like her. She knew that they'd seemed to develop an almost…family-like relationship over their adventures, but…she wasn't family, that box, they called it their mother a few times, and the box probably was like a mother to them. But still, it was a box from their planet, a memory of their people, a home for their wanderings…it was far more a family member to them than she could ever be as a human.

She really did understand.

"We could leave you alone together," the Doctor suggested, actually starting to smile, if they left Clara alone with the box then THEY could have some time alone as well and he did so love that time.

"Now you're creeping me out," she shook her head.

"Take the wheel..." the Doctor suggested then.

"There's no wheel," the Professor reminded him.

"Right, take the steering," he corrected, "We'll make it easy," he looked at the Professor, "Shut it down to basic mode?"

"That should work," she nodded, moving to the console and putting in some instructions.

"Basic!" Clara huffed, "'Cos I'm a girl?"

"No," she laughed, "I fly her better than him," she nodded at the Doctor, "It's 'cos your human."

"Thanks," Clara rolled her eyes, that made her feel so much better.

"Yes, the last time a human flew the TARDIS without proper instruction well…" the Doctor trailed off, his face growing rather dark at the thought of that particular Companion.

The Professor frowned, seeing his change, even Clara seemed alarmed by it, "Dear?" she called.

The Doctor shook his head, smiling again, "Sorry, what?"

"You were thinking about Rose."

Her eyes narrowed a bit as his jaw tensed and his hands clenched into fists at the _mention_ of her name. She'd noticed, quite often, when Rose was brought up that the Doctor reacted negatively to it. She knew _something_ had happened between them between the man's meta-crisis duplicate checking up on her in the med-bay and them dropping Rose off on the beach in Parallel Norway, something bad, but the Doctor refused to talk about it.

"Correction, I was thinking about how her, and now," he grinned widely, pointing at his cheeks, "I'm thinking about how she's not here," he whistled a merry tune as he turned put a key into the console.

The Professor watched him closely at that, he HAD been thinking about Rose and been angry, and now he was quite happy to recall the girl wasn't there. It…alarmed her just a little bit because she knew how important Rose had been to him, being his first Companion after the war, how close they'd been, to have him so…pleased…that Rose wasn't there any longer, well, she really couldn't fathom what the girl could have done or said to make him feel that way now given how he'd felt about her before. Not even her releasing the Daleks seemed to have brought up THIS sort of reaction in him.

She shook her head and shrugged, moving to help him set the controls, it didn't really bother her all that much. She didn't care for Rose and she wasn't going to worry herself thinking about her now, not when they were about to teach their granddaughter how to fly the TARDIS.

Clara eyed the Time Lords a moment, sensing that this Rose woman, whoever she was, was a past Companion and that she must have done something terrible for even the Doctor to be pleased she was gone. She shuddered, she hoped SHE never did anything to upset him that badly.

She looked up as the lights dimmed just a bit, the humming lowering, as the Doctor turned the key he'd inserted.

"Right then," the Professor took her arm and moved her over to the monitor, "The TARDIS is largely telepathic so, for a human, you just need to hold onto the controls and think about where you want her to go…"

Clara nodded, putting a hand on a lever, and doing that, watching in awe as the box flew in a straight line on the monitor, not noticing the Time Lords sharing a look over her head or how they also had their hands on a few controls, helping guide her.

"Now, dematerialization," the Doctor agreed, "That switch there…"

Clara looked at the switch and flicked it…

Only for the TARDIS to go dark.

"What have I done?" she gaped, afraid it was her fault, especially when the lights started to flash red.

"Nothing," the Professor answered, rushing to the controls.

"Er...ok," the Doctor nodded, moving to help her, the two of them spinning the monitor to them, frowning as they saw the screen start to crack.

"Doctor?" Clara frowned, seeing them alarmed, "Professor what is it?"

"All the electrical impulses are jammed," the Doctor murmured, flicking switches.

"I can't get the shields back up," the Professor grunted as she tried to pull a lever, literally hanging off it with all her weight but it wouldn't move.

"She's completely vulnerable!"

"I swear I just _touched_ it!" Clara promised.

The Doctor ran to the Professor's side and grabbed the lever too, the both of them managing to get it down…only for sparks to fly out of the console as the ship jolted violently. They were thrown backwards, the Professor against one of the side controls, the Doctor onto the chair that Aeon was sleeping on, waking the kitten with a yowl.

"Sorry!" he called to the cat as he scooped it up, putting him into one of his pockets, hanging out a bit so he wouldn't get lost in the vast recesses of said pocket, as he ran to the console, the Professor already back up, on the other side, Clara sitting on another chair off to the side, having fallen into it.

"Magnetic hobble-field," the Professor reported, "We're flying right into it."

"Clara, stay by me!" the Doctor shouted as she tried to push herself off the chair and make her way back.

She stumbled forward, gripping the console tightly, "Please tell me there's a button you can press to fix this!" she shouted over the noise of the alarms blaring, the ship sparking, things going mad.

"Oh, yes. Big friendly button."

"You're lying."

"Yep."

"To stop me freaking out?"

"It's not working is it?" the Professor guessed.

"Not so much," Clara agreed moments before something clanged on the floor, rolling to the Professor's feet.

The Time Lady looked down, seeing a large, almost grenade-shaped object at her foot, and picked it up, scanning it only a moment, before she hissed and had to drop it as it heated up and burned her, not having expected it, not having had time to manipulate the connection to her pain receptors and block it...

Another explosion ripped through the console room, throwing them all back with a scream…

~8~

The Doctor groaned awake to two things, the first being something wet poking at his cheek and the second being the sounds of three men arguing. He winced, blinking awake and turning his head to see Aeon beside him, frantically licking at his face in an attempt to wake him…continuing to lick at his nose despite him being awake once more. He bent his arm and pet the kitten on the head reassuringly before he pushed a piece of debris away from him, blinking as he realized he was in some sort of salvage ship, the TARDIS lying on a mound of rubbish, and turned his head to his other side…only to sit up straight with a jolt, seeing the Professor _wasn't _beside him.

No, no, no, no, no, no this couldn't be happening!

He scrambled to his feet, looking around, but couldn't see her anywhere.

'_Kata!_' he called out.

But there was no reply.

He felt his hearts starting to race, his breath coming in shorter and looked at Aeon, "Aeon," he knelt before the kitten, "Where's your mistress?"

The kitten just turned and ran to the TARDIS, pawing at what he could, clearly trying to climb up and get inside it.

He stared at the box and felt his breath leave him. He closed his eyes, replaying what had happened, the explosion that had knocked them away…the Professor had been on the other side of the console…she was still be in there! She was still alive, he could feel that much though, but he couldn't hear her or sense her the way he normally did, it had to be the TARDIS. The old box, when attacked, sent the shields soaring up at full strength, including the psychic shielding.

It was just like when he'd been taken to the Dalek Crucible, he hadn't been able to sense the Professor had died and they'd reprogrammed the shielding to never affect them to that extreme again. He couldn't sense her or hear her, but he could feel it in his gut and mind, she was still alive.

He looked over to see the three men who had partially awoken him standing before the TARDIS, on the floor of the salvage ship, squabbling amongst themselves and his jaw tensed, his hands clenched into fists, as he stormed over to them, "It's rude to whisper," he hissed at them, before smiling, realizing he'd need their help to get the Professor back, "Hi. I'm the Doctor," he shook one of the man's hands, his grip tight, making the man wince from the grip, distracting him enough to pick the man's pocket, "And you are..." he squinted at the name tags they were wearing, well, two of them at least, "Van Baalen and...Van Baalen. Van Baalen and Van Baalen. That's going to get confusing later."

"We found you drifting," one of the men, the one in charge clearly, tried to defend.

"Your ship was junked-up pretty bad," the second man, the taller of the three, agreed.

The Doctor smirked dangerously, knowingly, at them, "What broke my ship was a magno-grab," he held up a small remote device he'd pulled out of the man's pocket, "Found this remote in your pocket. Eh? What are the chances? Outlawed in most galaxies. This little beastie can disable whole vessels unless you have shield oscillators, which the Professor turned off so that Clara could fly..." he started throwing the control back and forth in his hands, "Damn it!" it had been HIS suggestion to do that, to teach her how to fly! He spun around, "Clara! Where is she? Girl," he turned again, "About so high. Feisty?"

They stared at him, but he needed to find her, he'd need her help as well to get the Professor out.

He glanced back at the TARDIS, where Aeon was sitting before, guarding it, knowing it was the key to getting his mistress back, "She's still onboard!" he let out a breath of relief, "She might be with the Professor!" and tried to run back, but the younger of the three men grabbed him.

"No, wait, your pod is leaking fuel. If she's still in there, she's dead and so is that Professor."

The Doctor shook his head, "That wouldn't kill the Professor, Clara maybe, not the Professor, she's too resilient," he glanced at them, "Armies have tried to kill her before and failed, a gas leak won't even dent her, but…" he grinned, spotting something on the lockers, "Respirators!" he ran for them.

"We can open the doors for a split second, reach in, and grab her," the man in charge stated.

"Trust me, we can't," the Doctor told them, tossing them three respirators, keeping the last one as he moved towards the side of the rubble where Aeon had resumed scratching at the bottom of the TARDIS seeing him returning, wanting to get in, sensing the danger to his mistress as well, "If the Professor isn't conscious then it's bad, very bad, in there, really _very _bad and we won't be able to 'reach in and grab her,' we'll have to_ find_ her, there's no telling where she or Clara got thrown to. Now, please, help me get them out."

"I'm telling you, they _fried_…" the young one began again.

"Shut it, tin-mouth!" the one in charge snapped before turning to the Doctor, "What sort of fee are we talking?"

The Doctor picked up Aeon, petting him a bit to try and calm him, to calm himself as well, as he turned to them, not even needing to think about what he'd give up to get the Professor back, "If you help me get her out, you get the machine, all the scrap, eh?"

"It's not worth the risk," the taller shook his head, "Four feet of metal? Nah."

"What if I can guarantee you the best haul you've _ever_ had?"

The one in charge scoffed, "Bram, open the bay doors."

The taller of the three men and the one in charge turned to walk off.

"No, no, please, stop! Listen, listen. Right behind those doors is the salvage of a _lifetime_!"

~8~

Clara groaned as she winced awake, looking around at the red-lit hallways of the TARDIS, the emergency lights on, wires hanging from the ceiling, sparking, metal and debris around her.

"Doctor?" she sat up, pushing a piece of metal off her, "Professor?" she looked around and gasped, spotting the Professor facing her, on her side, against the wall, a terrible cut on her forehead, "Professor!" she ran over, gently moving the woman onto her back as she tried to shake her awake, "Professor please wake up, please be ok…"

She reached out, about to touch the cut, when the Professor grabbed her wrist, "_Don't_ touch it," she groaned, her eyes still closed, "It'll sting and I'd rather avoid that," she opened her eyes and pushed herself to sit up, resting on her one arm as she rubbed her head, "Ow," before she rolled her eyes up, "Thanks mum," she added sarcastically to the TARDIS.

"What happened?" Clara asked, helping the Professor to her feet, catching the woman as she stumbled a bit.

"Well, best guess…" the Professor looked around, "We got caught in a magno-grab, outlawed in most galaxies, able to disable whole vessels unless you have shield oscillators, which we had down."

"So _I _could fly," Clara frowned.

"It's _not_ your fault Clara," she reassured her, looking her in the eye and squeezing her shoulder so Clara would know that she did NOT blame her for what happened. She nodded, seeing Clara give a small nod as well, taking a step and wincing as her knee hurt, "_We_ put the shields down," she looked over, hearing the cloister bell in the distance, "Come on, we need to find the console room."

"Shouldn't we find an emergency exit or an escape pod or something?"

"This is the TARDIS Clara," she laughed, "The console room is the safest place," she stumbled as the TARDIS shook and Clara reached out to grab her and try to steady her. The Professor moved to put her hand on the all for extra support…only to hiss and pull her hand back. She frowned, looking down at her hand to see burn marks, the skin all red, and sighed, whatever she'd touched must have been VERY hot to be able to damage _her_ skin like that. She sighed, clenching and unclenching her hand, trying to stretch the skin despite the pain in it, not wanting it to end up tugging later, "Actually, let's find the med-bay or the pool first."

"The…pool?"

"If we don't make it to the med-bay first, the pool can help soothe my hand," she held it up to show Clara, the girl taking it between her own gently to look at it, blowing lightly on it to try and help take the sting out, "And help us clean the wounds," she remarked, gesturing to her head.

"Right," Clara nodded, feeling relieved the Professor was there with her, she'd be freaking out by now if she was stuck there alone. The Professor always seemed so in charge and controlled…unless the Doctor got her riled up with his flirting, but that was another case, "Can't you call out to the Doctor?" she asked, "You two are telepathic!"

"I _can_ but the TARDIS put the shields back up now, instant reaction after an attack, everything set to maximum, including the psychic shielding, as long as we're in two separate rooms the Doctor won't be able to hear me."

"Right," Clara nodded, going along with it as they walked.

They stopped by a closed door, a red light flashing above it, the Professor continuing on as Clara stopped to look at it, "Red flashing light..." Clara muttered, "Means something bad. Get out of here fast? Or possibly, whatever you do, don't open this door…" she looked over, "Professor?" she called, but glanced at the door, maybe it was an escape? She pushed the button and the doors opened…

Right as an explosion made its way towards her.

"Bad decision."

"Very bad!" the Professor appeared and grabbed her hand, pulling her off, down the hall, the two of them running ahead of the fires, before the Professor slammed her hand on another button, shutting the door, protecting them from the explosion.

"What is _that_!?" Clara gaped, staring at a long series of scratch marks on the wall. She walked up to it, putting her hand against it to measure it, the Professor frowning as she saw it match with Clara's fingers.

She walked up to it and touched it, rubbing a bit of the remains between her finger, before she tensed, glancing at Clara, thankful the girl hadn't seemed to notice, before reaching out to take her hand off the wall, "Come on, we need to go," she determined, pulling her off.

~8~

The Doctor was kneeling by the wreckage, the respirator in his hands, Aeon mewling beside him, nudging his hand and looking around and he knew the kitten was still looking for the Professor.

"Hey, are we really going to risk it?" Bram was asking the leader of the trio, Gregor, he'd learned, "That thing is spewing poison. We should blow it back into space."

"Get your gear," Gregor ordered.

"Hey! I don't take orders from my kid brother!"

"Don't try and form sentences, alright? Stick to what you do best," he tapped Bram on the cheek, making the man huff and turn back to the lockers.

"Tell me," the Doctor called, picking up Aeon and holding him in his hands, though his gaze was on the youngest of the trio, Tricky, "Since when does an android need a blast suit and a respirator?"

"Flesh coating, same as us," Bram answered, "He'd burn up."

"No fear, no hate, no pain," Tricky nodded, putting the respirator on as did Bram.

Gregor slipped his on and looked over at the Doctor, who was just sitting there with the kitten in hand, the respirator beside him, "Aren't you going to put yours on mate?"

The Doctor considered them a moment, "This isn't for me," he replied, "The TARDIS's gas is from my world, non lethal to me if removed fast enough."

"Then why'd you take that?" Bram nodded at the respirator.

"For him," he held up the kitten.

"What?" Bram laughed, "You gonna carry it in that?"

The Doctor's smiled turned into a dark smirk, "Aeon …" he began, "Meet the men responsible for the danger your mistress is in."

The kitten, Aeon, looked at them, his mouth curling into a little snarl as it hissed at them, swiping at them with his little paws.

"What's it gonna do?" Gregor snorted, "Hiss us to death?"

"Go get 'em," the Doctor smirked.

Aeon leapt out of his arms, transforming midair, into a tiger, his wings pressed against his back as he snarled and roared at them.

The three men jumped back, huddling together, startled at the sudden shift.

"Down boy," the Doctor called as Aeon tried to swipe at the men with his much larger, much sharper, paws.

"What_ is_ that thing?!" Tricky panted, shaking, not even realizing he was feeling _fear_, something he'd just said he couldn't feel.

"A Keroberos," the Doctor explained, pushing himself up to kneel beside Aeon, patting the creature's head even as its focus remained on the three men, before he moved before the tiger to slip the respirator over Aeon's nose and mouth, "Rather sweet when in their smaller forms but VERY loyal to the families that raise it," he glanced over his shoulder at the men, "You threaten them, you endanger them, the moment the Keroberos senses a threat, it has the ability to morph nearly 10 times its size to protect their family. Now," he smiled, rubbing his hands together as he stood up to face them, "The sooner we get the Professor back, the less likely it'll be that he'll try and eat you. What say we go get her now then?"

Tricky eyed the tiger a moment before quickly putting his goggles on, as did Bram and Gregor, all of them ready and far too willing to get the tiger to back down.

"Excellent," the Doctor nodded, moving to the doors of the TARDIS, putting a key into the lock as Aeon moved to his side, watching the men intently as they drew nearer.

"Salvage of a lifetime?" Gregor asked, eyeing the box and the tiger, rethinking it.

"I feel pretty confident I can deliver on that," he nodded, "Ready?" he looked down at Aeon, the tiger snarling in the respirator, tensing, ready to find its mistress and get back to her. He took a breath and kicked the door open, ignoring the smoke as it billowed out, jumping down into it with Aeon right after him, as the men slipped turned on their torches and followed.

Despite lying on its side, everything inside the TARDIS was flat and stable, "I don't get it," Gregor stared around, "I thought she was lying on her side."

"The TARDIS is special," the Doctor headed to the console, not even seeming to notice the gas and smoke around him, "She has her own gravity. I'd explain if I had some charts and a board pen."

"It's...it's bigger..." Tricky began.

"On the inside. Do you know, I get that a lot."

"Whoa," Bram started laughing, spinning around, staring at all the scrap, "Awesome!"

"Well put. Whoa and awesome," he flicked on a switch and the smoke was pulled right through the vents on the ceiling, "Safe to breathe!" he called, kneeling down to pull the respirator off of Aeon, petting his head a moment as the tiger wiggled his snout around, the three men pulling their respirators off as well, "Ok. Now. The last thing I remember, the Professor was right here," he moved to where the Professor had been standing, looking over to where he would have had a clear view of Clara, so that was what happened?

When the TARDIS had jolted, the Professor must have grabbed Clara to try and protect her…well, hopefully that meant they were together.

He pulled out the sonic and began to scan around, "Come on, Proffy, talk to me," he muttered under his breaths, smirking a bit at how the Professor wasn't there to scoff at him for calling her Proffy.

"How big is this baby?" Bram tried to get a reading on a scanner in his hand.

"Picture the biggest ship you've ever seen. Are you picturing it?"

"Yeah."

"Good. Now forget it. This ship is infinite," he walked around the console, flicking the controls as he went.

"It could take you hours to find the girls," Gregor remarked.

"Days!" the Doctor corrected, "Plus the whole place is toxic. Clara could be dead by the time I reach her, not that I think the Professor would let that happen, but still, I can't be certain they're together," he tapped his head, "Maximum level psychic blocks upon attack, can't hear the Professor unless she's in the same room…"

"What do you mean _hear_ her?" Tricky eyed him.

"In my head."

Gregor stared at him, "You hear voices in your head?"

"Only the Professor's," he pointed at Gregor, before clapping his hands, "So. Here's the mission. We're going to find them in one hour."

"We?" Gregor scoffed.

"You're my guys for this."

"That wasn't the deal."

"'Tis now."

"What makes you think we'll help?"

"Well besides this lovely creature tearing your faces off," the Doctor nodded at Aeon as he snarled at the men, he flicked two levers down and a countdown began on the monitor, "I just activated the TARDIS self-destruct system. One hour until this ship blows," he smirked as Bram ran for the door, only for it to slam shut on him, "Don't try to leave. The TARDIS is in lockdown. I'll open those doors when the Professor's by my side and we find Clara."

"You crazy lunatic!" Bram pounded on the doors, trying to get out.

The Doctor just spun around, "My ship, my rules!" he snapped at them, a dark note in his voice.

"You'll kill us all," Gregor moved over to him, "And the girls!"

"Clara's going to die if you don't help me and the Professor tends to get very_ attached _to our Companions, do you know, she considers Clara to be a pseudo granddaughter? Can you imagine how angry Aeon here," he reached down to pet the tiger, not at all afraid of it, "Would be to have a member of his _family_ harmed? No, better question, can you imagine how cross _the Professor_ will be if she finds out you let Clara die? You _don't_ want to get on her bad side, trust me," he watched as the men tried to open the doors, all three of them shoving against it, "Don't get into a spaceship with a madman, didn't anyone ever teach you that?" but they ignored him, "Ok. A little gentle persuasion…" he laughed as Aeon moved onto his haunches, roaring at the men, "No, no," he scratched the tiger behind the ears, "Thank you for the effort, but I was thinking more along the lines of…" and flicked a switch, "Say 30 minutes?"

And the countdown turned to 30 minutes instead.

"They'll die even quicker now!" Bram shouted.

"Must you keep insisting THEY will die," the Doctor rolled his eyes, "The Professor is tough as nails, never really understood that expression, but regardless of that, I'd rather like her and my granddaughter back with me if you don't mind. We all perform better under pressure. Anybody want to go for 15 minutes?" he moved his finger over the button.

"Whoa!" Bram and Gregor held their hands up as the three of them spun around, lunging forward as though to stop him.

"It's your own time you're wasting," the Doctor remarked, smirking, "Salvage of a lifetime. You meant the ship. I meant the Professor, and Clara, but mostly the Professor, isn't that right Aeon?"

The tiger growled at the men, making them swallow hard.

~8~

"Are you _sure_ you're alright?" Clara asked as she watched the Professor in concern, the woman was cradling her elbow, limping a bit, it was…rather odd to see the woman who was usually so strong so…hurt. It was even weirder that SHE, a human, hadn't been _more _hurt really…

"Fine," the Professor winced, oh her arm, her elbow really, was thoroughly bruised, and it would leave a nasty pain there for a while, her leg felt better the more she walked on it. She knew, if she really tried she could block all the pain receptors in her body, but it _did_ require focus and she really needed to focus on what was happening. It was easier in the heat of battle, you were on automatic, you just fired at whatever was in front of you. This was different.

"What happened to you anyway?" Clara asked her, "You've gotten into tough spots before but I don't think I've ever seen you hurt…"

"You really don't remember what happened do you?" the Professor glanced at her.

"I remember an explosion and then hitting the ground…"

"Because I pushed you to the ground," she replied, "Sorry."

Clara blinked and stared at her, whatever it was that had hit the Professor in the explosion…had almost hit HER if not for the Professor's quick reflexes. The woman had taken the blow for her.

"Professor…" she began, touched…

When the Professor stopped and held up a finger, "Shh…" she whispered.

They quieted, listening, hearing a growling behind them.

"Come on!" she grabbed Clara's hand and pulled her through the nearest door, closing it behind her and pressing her ear to it, listening…

Clara however, just looked around, staring wide eyed at the room before her.

It was a nursery.

It was painted in reds along the bottoms of the walls, the walls covered with a landscape, trees with silver leaves, purple flowers, red grass, two suns rising near the ceiling which was a burnt orange, with a set of hanging lights that looked like some sort of planet system dangling from the ceiling, lights within each planet. There was a small wooden cot set up, old, purplish, with odd symbols on the side, two different sets of symbols from what she could make out, and golden charms of stars hanging from it. A small area in the corner of the room was set up as well, a few odds and ends and toys. She smiled, kneeling down and picking up a model of the TARDIS.

"Professor…are you pregnant?"

"What?" the Professor asked quietly, not pulling her ear away from the door.

"This room…"

The Professor looked over, as though just realizing where they were and swallowed hard, turning back to the door, listening, "No."

"Bu this room…"

"I'm not pregnant Clara."

Clara quieted, something in the Professor's tone warning her to stop asking about it. It was clearly a touchy subject. Clearly, this room was meant to be a hope.

"I hope you are soon," she whispered to her.

The Professor stiffened, but had to smile, "Thanks."

Clara smiled at that, the two of them pausing when they saw a shadow pass beneath the bottom of the door.

The Professor looked over, putting a finger to her lips as Clara nodded, before she slipped out her blaster and slowly opened the doors, stepping into the hall, to see a dark figure with its hand to its forehead disappear around the corner.

"Come on," she called back to Clara, holding out her hand for the girl to leave the room, the two of them making their way, trying to go an opposite route than the creature.

~8~

The Doctor led the way down a corridor, the sonic in hand, buzzing, trying to track the girls while Aeon sniffed the air, trying to catch the scent of his mistress, unable to really do so with the lingering smoke and charred smells in the air.

"Report," Gregor called into a small handheld scanner as he followed, "What's onboard this thing?"

"Dynomorphic generators," the Doctor heard the machine answer with his Time Lord hearing, "Conceptual geometer, beam synthesizer, orthogonal engine filters…"

"Guys, guys," Gregor ran over to them, "Look. I think we should split up. It's our best chance of finding the girls. You know it is."

The Doctor looked at his watch, highly doubting the man was saying that for the benefit of the Professor and Clara, but not having time to waste arguing, "Don't touch a thing. The TARDIS will get huffy if you mess and so will the Professor, and it really isn't pretty when either of them gets huffy."

Gregor nodded and looked at Tricky, "Keep in radio contact, alright?"

Tricky nodded as he headed off with the Doctor and Aeon, leaving Gregor and Bram to their plottings.

~8~

"Run!" the Professor shouted as she pushed Clara on.

They'd run into another one of the creatures, it looked almost like a charred humanoid with a sort of lump on the end of its hand, dragging its foot behind as it staggering after them as they ran through the halls. They dashed past the observatory, the swimming pool, the kitchen, before she grabbed Clara's arm and pulled her to the side, into another room.

"Brilliant!" she breathed, seeing they were in the library, she shut the door behind them and rammed a book between the handles to block the door. She was fairly certain they'd lost the creature, but just wanted to be safe.

Clara stared around, it was a huge, multileveled, ornate library, seeming very ancient and full, "Now that's just showing off."

"Best place to be," the Professor cheered.

"It's a _library_," Clara shook her head.

"Books are the best weapons," the Professor said, reaching out for a random one and flipping through it absently as Clara looked around, spotting a shelf with a few vials on it.

~8~

The Doctor winced as the TARDIS jolted, sending him and Tricky into the wall, Aeon tensing as he turned around, ready for the danger as a small alarm went off.

"No, no, no, no, no!" the Doctor shouted, recognizing what alarm that was as he bolted down the hall, Tricky and Aeon racing after him, following him as he dashed into a dark room with what looked like a metallic tree in the middle, tendrils of wires that looked semi-organic with large, glowing, crystal, egg-shaped orbs on the end…and Gregor about to try and cut one off with a laser, "No! No, no. Stop! Please! Don't!" he ran forward, Aeon bounding after him, roaring at Gregor, making the man step back and hold his hands up, "Don't touch it. Please. She won't let you touch it. I can feel a TARDIS tantrum coming on," he reached out and stroked one of the crystals, trying to calm the TARDIS.

"What the hell is this place?" Gregor demanded.

"Architectural Reconfiguration System. It reconstructs particles according to your needs."

"A machine that makes machines?"

"Yes. Basically."

Gregor moved to pick the laser up again, when Aeon growled at him.

"What are you doing?!" even Tricky seemed alarmed at what he was about to do.

"No, no, don't!" the Doctor stepped closer, "Don't! If you walk out of here with that circuit, the TARDIS will try to stop you! Now listen to me. Look, the clock is ticking. We must find the Professor and Clara!"

He held out his hand for the laser but Gregor just grabbed a crystal and yanked it free…only for all the other orbs to go dark before flickering on, a high-pitched noise sounding, making them cover their ears and Aeon whine in discomfort.

Gregor just ignored it, putting the crystal into the pack on his back before he strode to the door…only to see it was gone, just a solid wall.

"What the..." Tricky walked over, "Where's the door gone?"

"Ever see a spaceship get ugly?" the Doctor frowned, reaching out to pet Aeon, that was one thing about the species, they didn't do well with high-pitched noises having such sensitive hearing as to be able to hear a child's cry from a distance. It hurt them quite a bit and he was starting to fear for the humans when the Professor found out they'd inadvertently hurt her cat.

"This isn't happening," Tricky shook his head, touching the wall.

"She won't relinquish it. Her basic genetic material."

"Torch it," Gregor decided, tossing Tricky a grenade, the boy caught it but didn't press it, "I said torch it!"

"Can't you feel it, Gregor?" Tricky frowned, "The ship's in _torment_, like it's a living thing. You can't hurt it."

Gregor just grabbed the device back and strode up to the wall, about to place it on it to blow it…when the door appeared and slid open. He smirked, "What's the matter, TARDIS? Scared to fight me?"

The Doctor watched the man arrogantly stride out, Tricky after him. He glanced at the tree and then Aeon as the tiger shifted and looked at his master, "Yes," he nodded, "He seems to love underestimating them doesn't he?"

Oh those humans, if there were two people in the Universe who would fight without fear, fight to the bitter end, it was the Professor and the TARDIS.

~8~

The Professor laughed as she read something, flipping absently through another book, "What is it?" Clara looked over from where she was squinting at small vials on a shelf, "What are you reading?"

"A brief history of the Universe with a few jokes in it," she answered, closing he book.

"What are these?" Clara asked, pointing to the vials.

"Complicated," she answered.

Clara rolled her eyes, it was weird, when they were together, they were so in sync, when apart, the Professor sometimes sounded like the Doctor. She moved to head back to the Professor's side, when she saw a book on a pedestal, frowning as she walked to it instead.

_The History of the Time War._

She glanced back at the Professor and then opened the book, flipping through it, her eyes widening as she saw it, an image of the Doctor and Professor, their titles below them, with…_names _below them!

"So that's who you are…" she breathed.

"Clara!" the Professor shouted as something thumped against the door, more like rammed against it, "Clara get over here!"

Clara ran over, nearly bumping into the vials but the Professor pulled her to the side, "Stay behind me," she ordered, flipping the thick book that apparently contained only a brief history of the Universe over in her hand as they moved closer to the door.

A second later the doors burst open and a creature staggered in, different than the first two, more…petite, feminine, smaller…but still seeming just as vicious and angry as it turned right to them, swiping at them…

Only for the Professor to slam the book across its face, knocking it down, "Run!" she shouted, dropping the book and grabbing Clara's hand to pull her out, the girl jumping over the fallen creature.

"Why didn't you just blast it with your water pistol?" Clara panted as they ran.

"I had a book in my hands," the Professor answered with a small laugh.

"You were right then."

"Always am," she nodded, before adding, "About what though?"

"Books," she laughed, "Make great weapons!"

"You know, so do chairs!"

~8~

The Doctor walked with Aeon, leading them down a corridor, Gregor and Tricky behind them, only to end up in the same intersection they'd just passed.

"It's the same," Tricky frowned as he looked around, "It's just the same."

"It's diverting us, spinning a maze around us," the Doctor sighed, rubbing his forehead, "We will never find the Professor at this rate, and Clara…how are we going to reach her in time," he looked at Aeon, "We need to hope your mummy found her first then don't we?"

Gregor glared at him before turning to the right corridor.

"Hey!" the Doctor ran after him with Tricky, Aeon waiting there, seeing them coming from another hall, "Hey!"

Only to enter the same intersection from the left.

"It's just the same, again."

"No point in building walls," the Doctor remarked, "You'll just know how to smash them down. It's found other ways of controlling you. Smart bunch, Time Lords. No dress sense, dreadful hats, but smart. Unless you count the Professor, she's smarter than the lot of them, got 27 brains and counting, much better style too. But the point stands, they were _smart_. If you want to get out of here, let that circuit go. It is creating a labyrinth."

Tricky grabbed his comm., worried for the other member of the team trapped out there, "Bram? Bram? Can you hear me? Bram, the ship is alive. Get out of there. Bram, don't touch anything."

~8~

"Perfect!" the Professor breathed as she and Clara ran into the console room, dark, the panels a bit busted, but intact.

"Oh, thank you!" Clara cheered, spinning around and clapping, "Thank you. Thank you, thank you, thank you!" she ran right to the console and kissed it, "Ah! Mwah!"

The Professor laughed and walked up to her, nudging her, her arm feeling a bit better, her leg much better given all the running and stretching it was getting, her hand still stung though, "Still think she's a cow now?" she asked.

"No!" Clara called to the console, "You are _beautiful_!" she told it, "The most wonderful thing I've _ever_ seen in my _entire _life!" she patted the console affectionately.

The Professor smiled at that, glad Clara seemed to be in better spirits with the TARDIS, and looked around, moving to a panel and opening it, frowning when she saw the first aid kit she'd stashed there…really she'd stashed one in nearly every room, was gone, "Hold on…" she frowned, looking around intently, "Oh…" she let out a breath.

"What?" Clara looked up, a bit alarmed, "What is it?"

"No door," the Professor nodded to the wall where the door should be.

"What!?" Clara looked over, "Oh no, no, no!" and ran over to the wall, feeling it, "Where's the door gone now?" she strode to the console again, "You can't do this!"

"She can't help it Clara," the Professor defended, "It's part of her programming, when she senses a danger she closes down and locks down."

"Trapping us."

"Well…" she frowned, "She SHOULD let us out if we reach a console room…" she paused, realizing, "Unless there's something in her that she doesn't want to get out."

"Like…like those creatures?" she asked quietly.

"No, no it's got to be something more," she sighed, "I think the Doctor might have found a way in, maybe he brought help, I don't know, but one of them must have tried to take something from the TARDIS. She's very possessive," she warned Clara, "Even more than the Doctor and I am of each other," she smiled and patted the rotor, "Just looking out for your kids aren't you mum?"

They were both silent as the TARDIS remained quiet.

~8~

"Bram?" Tricky tried to call on the comm. again, "You've got to get out of there fast and…" he frowned, hearing screams over the other end.

The Doctor quickly pulled out the sonic and scanned around when the feed went dead, right to static.

"Channel's dead," Tricky breathed, before looking at Gregor, "We've got to help him. Gregor, do something. Do something!"

"It's too late," Gregor stated, "He's gone! Let's just worry about the salvage!"

Tricky glared and shoved him, "You care more about the circuit than you do about him!"

The Doctor laughed as Aeon seemed to roll his eyes at the men, seeming more irritated with the humans than threatened by them, and turned back, shoving them apart, "Your concern for your brother is really touching," he told Gregor, "The android is more cut up about it than you. Now will you two stop bickering and listen! There is something _else_ down there," he turned and started scanning again.

"We've got to get out of here!" Tricky continued, "Gregor, give it back. Give it back to her…" he reached for the pack, about to give the circuit back himself.

"What are you doing?" Gregor shoved him away, pushing him against a wall, "You're always on the side of the machines!"

"Fellas!" the Doctor cut in, "Multiple life forms onboard the TARDIS with us," he warned them, starting to back up, hearing a faint growl coming from the dark corridor before him, "Aeon, back!" he ordered, getting the tiger, despite rising on his haunches, to move with him, "I am getting a massive signal."

"Where are they?" Tricky swallowed, looking around.

"Oh, you're not going to like the answer. About two steps away. One step…"

They looked back over their shoulders and screamed, seeing a creature, looking like a charred humanoid, but two of them, fused together at the shoulder and side, growling as it reached for them.

"Gregor, look out!" the Doctor pulled him back, "Careful! Gregor!" Gregor turned and ran down the opposite hall, "No! We have to stay together. Come on Aeon. Tricky, run!" he shoved the boy on, pausing to look back at the misshapen creatures, "I'm sorry," he whispered before turning to run, Aeon waiting till he'd passed before doing the same.

~8~

The Professor and Clara wandered down a red-lit hall, trying to see if they could find either another exit somewhere or a room with a first aid kit for the Professor…only to walk back into the same console room.

"What…" Clara began, pointing at the entrance they'd come through and then the console.

The Professor frowned, "Come on," she turned, leaving, walking out of the room, down the hall, into another room…that was the same console room.

"Professor what's she doing?" Clara frowned, eyeing the room.

The Professor moved to the hall, looking up and down it, seeing the same console room again and again.

The Professor shook her head and took Clara's hand, pulling her into the console room and up to the controls, "She's created an echo of the console room, she wants us safe and this is the safest place…"

She moved to the monitor and blinked, frowning as she tensed, looking up, "Doctor?" she breathed.

~8~

Tricky and the Doctor stepped into the console room, to see the panels on the console torn apart, clearly someone had tried to salvage the box, Bram most likely as he'd disappeared.

"Back where we started," Tricky muttered.

"No," the Doctor shook his head, "It's an echo," he ran up to the console with Aeon, the tiger looking around, sniffing, "The console room is the safest place on the ship," and moved around it, "It can replicate itself any number of times. It's trying to…" he stopped suddenly at the monitor, "Protect us…" and slowly turned in a circle, "Professor?"

He could _feel _her, right there, she was standing right where he was. He should have been able to hear her in his mind, they were both in the console room now, the psychic shielding shouldn't have affected them…but he realized it was an echo room, technically, _very_ technically, they were still in two separate rooms just…versions of the same one. He had to figure out a way to get her into this version or vice versa to be able to hear her.

"Because I tried to give back the circuit?" Tricky guessed.

"Team TARDIS," he absently nodded, looking at the controls, fiddling with them…only to knock a piece loose…

~8~

The Professor jolted forward and caught a piece of the console as it fell off, more like was knocked off, startling Clara, who gasped, having sat on the side chairs to watch the Professor.

She beamed, "Oh I _love_ you!" she kissed the piece and ran to the console, trying the controls by the monitor.

~8~

"Where did..." Tricky stared at the object that had fallen…and disappeared, "Where did that go?"

"There's more than one echo room," the Doctor grinned, watching Aeon sniff around where the object should have fallen.

"How do you know?" Tricky frowned at him.

The Doctor turned the monitor to him, showing him a message on it.

'Hello Sweetie'

He laughed and typed back, 'Hate you.'

'No you don't,' was the response a moment later.

~8~

The Professor smiled as the Doctor responded back with 'Are you alright?' as well.

'Just fine,' she told him, 'I've got Clara with me too.'

~8~

The Doctor nodded to himself, "The TARDIS's is keeping the Professor safe," he reached out and scratched Aeon, calming he tiger a bit, though the feline still wanted his mistress back where he could see her, "And Clara. This is her," he pointed to the monitor, "The Professor, she's here, she's standing right where I am," he smiled, Aeon moving closer to him, sniffing him, "I can _feel _her," before he kissed his fingers and pressed them to the rotor, "Thanks mum."

~8~

"Thanks mum," the Professor smiled, pressing a kiss to her fingers and then the rotor as Clara came over to see the conversation.

'We need to get to you,' the Professor typed.

~8~

The Doctor nodded, starting to flash the console with the sonic.

"Why can't we see them?" Tricky asked, inching closer now that the tiger seemed calmer.

"It's like a light switch. Two positions. Flickering at super-infinite speeds. We're only together for a brief second."

~8~

"Clara," the Professor stiffened, "Step over here," she moved Clara around to the other side of her.

"Why?" Clara asked but did it.

"I can hear footsteps in the hall," she said, turning to the entrance to see the charred creature that had attacked in the library back and at them.

She reached back and took Clara's hand, softly humming a 'Hungry like the Wolf' to keep her calm.

~8~

The Doctor slowly walked around the console, pausing when he heard someone humming, "I can hear her," he smiled, "Always calling to me in the darkness aren't you dear?" he murmured.

~8~

They watched cautiously as the creature advanced, "Clara stay behind me," the Professor ordered, moving Clara behind her, back to the other end of the console.

"Professor watch out!" she screamed as the creature ran at them.

~8~

The Doctor spun around, hearing Clara scream, "It's gotten in!" he realized, "It's gotten into the console room!" he ran to the controls, frantically working them as Aeon growled, looking around, sensing a danger but not seeing it.

~8~

Clara gasped as the creature lunged at the Professor, the woman grabbing the disgusting thing's arm as it stuck out at them and shoved it to the side with her left hand, jabbing it quickly with her right, breaking it as the creature let out an inhuman wail.

~8~

"Well done dear," the Doctor murmured, hearing the wail, knowing what it meant, "Keep it up a moment longer, almost there…"

~8~

"What _is_ that thing!?" Clara gasped as it started swinging its other arm at the Professor, trying to scratch at her as she protected them.

"Something that's attacking us!" the Professor answered, dropping down and swinging her leg around, knocking the creature's out from under it, onto its back, where she quickly kicked it in the face, keeping it down.

"Any day love!" she shouted at the Doctor despite knowing he couldn't hear her.

~8~

"If I can just isolate their position," the Doctor mumbled, "I can nudge the alternation, reach in and grab them…" Aeon hissed, "Yes, yes, I'm working as fast as I can…"

"Console room, echo imprint of the original," an electronic voice announced.

They looked over to see Gregor in the doorway, the small scanner in his hands.

"You're coming with me," Gregor strode up to the Doctor, "I need you to get me out of here."

The Doctor just grabbed the scanner from him, sonicing it, Aeon roaring at Gregor when he lunged to try and snatch it back, making the man back up and put his hands up.

"Scanning for female human…" it stated.

"No, no, no, wrong setting," he flicked the sonic again.

"Scanning for non-human female…" it corrected.

~8~

"Clara with me!" the Professor grabbed her and pulled her back to where the doors should have been, it was the one place she knew the Doctor would check and that they had to be together.

~8~

"Scanning for non-human female," the scanner called as the Doctor walked around, before thinking of something and spinning to the front doors, or where they should have been, making Aeon turn as well, "Unidentified non-human female."

He grinned, "Yes!" he cheered, tossing the scanner to Gregor as he rushed to the doors, "It's found the Professor and Clara! It's found them. They're right there!" he started scanning the area, smiling as a faint image of the girls appeared, standing there.

He reached out and grabbed the Professor's hand as she seemed to see him too and lifted hers, pulling them both out of the echo and into the console room with him.

"Oh my God!" Clara gasped, panting as she saw the Doctor there again, and two other men behind him, but the Doctor!

The Doctor turned and pulled the Professor into a tight hug, spinning her around before kissing her deeply…

Until Clara punched him in the arm.

"Ow!" he pulled away, rubbing his shoulder, "Ok, no hug for you then."

The Professor laughed at that and turned when Aeon nuzzled into her side, kneeling down to hug the tiger around the neck, petting him as he reassured himself she was ok.

"What do you keep in here?!" she demanded, still shaken, "Why have you got zombie creatures? Good guys do not have zombie creatures. Rule one," and hit him again, "Basic storytelling."

"Oi!" he pouted, looking at the Professor as Aeon morphed back into his kitten form, now calmed that his mistress was out of danger, "She's hitting me!"

The Professor just shook her head, "And I'm tired," she countered, standing, Aeon in her hands, the little ball of fur not wanting to be far from her at the moment, "I've had a long day."

He opened his mouth to comment, when his eyes widened, seeing the state she was in, "What happened!?" he demanded, quickly flashing the sonic over her to see what was wrong, and he felt himself tense at the results. Her knee was badly bruised, her elbow sprained, her hand burned, at least two of her ribs had minor fractures, and there was a gash on the top of her head, "Professor…"

"This?" she laughed, "This is nothing dear and you know it," she moved Aeon to her shoulder and scratching him a moment, before she reached out and took the Doctor's hand with her unburned one and lowered the sonic, "I've had worse scrapes in the war."

He just leaned in and kissed the side of her cut tenderly, "When we get the power up in the rest of the ship I'm taking you to the med-bay."

He knew better than to try and heal her with his regeneration energy. She'd chop him unconscious if he tried. While they were both willing to use it for others, like Melody/River, they both didn't want the other to waste it (as though it could EVER be a waste) on each other.

"Be nice Clara," the Professor called just to appease him.

Clara sighed and looked over, seeing Tricky, who waved at her, "Who are they?"

"Friends," the Doctor answered, "Well, people who aren't trying to kill us, so I don't need punching again!"

Gregor rolled his eyes, "Alright, alright, a deal's a deal. You got the girls back. Now cancel the self-destruct."

The Professor snorted, "The self-destruct?" and laughed, "Is THAT what he told you to get you to help?" before she turned to the Doctor, "Naughty, naughty," she tapped his nose, "Lying to humans."

"Rule 1," he shrugged, "I lie."

"And they believed you?"

"Of course they did, I lie very well."

She shook her head fondly, "Not to me, I can always tell when you are."

"Oh really?"

She nodded, "You get this little crinkle in the corner of your eye and your voice sometimes goes all squeaky and you get all flustered," she sighed, "It's rather adorable though."

"Adorable?" he smirked, "What, so I'm still not hot?"

"Only when you're being clever."

"I'm always clever."

"Well there you go."

He smiled widely at that, moving his arms around her waist, careful of any other bruises she might have, "Which is why, my dear, you are sexy."

"Even without the blaster?"

"Even without it," he nodded, gazing at her, "Though the blaster _does_ amp up the effect, you're just…stunning," he leaned in and kissed her.

The salvage crew looked at each other and then Clara as she was standing there, her head in her hands, shaking her head at them, "May want to get comfortable," she told them, "This could take a while."

"Oi!" the Doctor forced himself to pull away, "We're not that bad!"

The Professor snorted, tilting her head to Aeon as he nuzzled her cheek with his head, oh they SO were that bad, if not _worse_.

"There's zombie things running around, trying to attack us, as we stand trapped in a TARDIS with echoing rooms and you're flirting!"

"And kissing," the Professor smiled, kissing the Doctor's cheek, "Always best to flirt in the face of danger. Gives the moment something special."

"Speaking of danger," Gregor cut in with a huff, "The self-destruct!"

"Ah," the Doctor nodded, "You know," he wound his arm around the Professor's waist, "I've got to tell you, I won't be needing you in my quiz team."

"What?"

"There _is _no self-destruct," the Professor explained.

The Doctor nodded and stepped away from her, jokingly punching Gregor, "Hey! Hey! Hey! Had you going, though, boys, didn't I?" he rubbed Gregor's head, "I just wiggled a few buttons. The old wiggly-button trick. And the face. You've got to do the face," he made his face all serious, "'Save them or we all die,' eh?" he smiled at the Professor, "What do you think of the face?"

"Very nice," the Professor nodded in approval, "Almost as good as my, 'You harm him and I will end you' thing."

"Oh," he shivered a bit, "I_ love_ that line, it's one of your best, though that might just be because you tend to have your blaster out when you say it. I personally thought I rushed it a bit, but..."

"Zombie creatures on the loose!" Clara shouted, to cut them off from _another _flirting match.

"Right, sorry," the Doctor nodded.

"So you're telling us we're _safe_?" Tricky frowned.

"Safer now that the Professor's here," the Doctor beamed, kissing her cheek.

She hummed, "We just have to deal with the monsters and the TARDIS reinventing the architecture every five minutes."

"Guys," the Doctor sighed, seeing their doubtful faces, "Don't worry, the countdown's a fake. Look, just give me just a second. I'll turn it off…"

The Professor reached out and grabbed his hand, placing Aeon into it instead, "I think _I _should turn it off," she told him, "Knowing you, you'd end up setting it off for real."

He pouted, "That only happened…" she gave him a look, "Oh never mind."

Too many times to count.

She grinned and moved to kiss his cheek, only for him to turn his head and kiss her lips quickly, smiling at her before she turned and flicked a switch, moving to rest against the console, looking at the humans, "He made it look as though the engine was actually exploding…"

And then an alarm went off and the Time Lords looked up.

"Ah…" the Doctor said, wincing as he pet Aeon to calm the kitten.

The Professor rubbed her head seeing 'Engine Overload' flashing on the screen, "That's not good…" she looked over at the Doctor, "Give me my kitten dear," she took the kitten as the Doctor handed him over, "I need something to cuddle."

The Doctor pouted, "What about me?"

"Honestly dear, if I cuddle with you right now we're going to scar the humans for life," she stated, so nonchalantly that the Doctor started to sputter and blush at the words.

Life or death situations really made them appreciate having the other.

He swallowed hard and looked at the humans, the men looking confused while Clara seemed amused, her eyebrow raised, smirking at him, "Right, yes," he cleared his throat, "Don't panic…or maybe panic."

"Something you want to share with the rest of us?" Clara crossed her arms.

"It appears the engine is damaged," the Professor replied.

"We're in trouble, Clara," the Doctor added, "Proper trouble. It needs fixing or we're toast," he grabbed the Professor's hand and they ran to the lower level, under the console.

"So now would be a good time to use that big friendly button, right?" Clara asked as she and the others ran after them.

"Yeah, sorry, I should have had one built in."

"I'll get on that after we survive this," the Professor mumbled, pulling a panel off the side of the wall as the Doctor soniced it loose.

"Where are we going?" Tricky frowned.

"Detour," the Doctor knelt beside her, "The center of the TARDIS…" he reached out to take the Professor's hand, "Maybe I should go first…"

"And I'm wearing as skirt," she reminded him, "Best if I go first and you follow, then the men, then Clara, she's wearing a dress."

He blinked and nodded, "Right then, ladies first."

~8~

The Doctor led the way down a corridor, the sonic out, the Professor at his side with her blaster ready should they run into one of the creatures, Clara close behind them holding Aeon for the Time Lords, the kitten still a kitten for the moment, though Clara herself would have preferred the tiger given the zombie things running around, with the men behind her.

Clara stopped short, seeing a shadow pass before them, "Shush! Something's in here."

"Those...things," Tricky breathed, "They've followed us."

"Doctor, what are they? What aren't you telling me Professor?"

The Doctor looked at the Professor, seeing that she had worked out what those things were as well, before glancing back at Clara and the others as the Professor sighed and nodded, "Trust us," the Doctor said instead, "Some things you _don't _want to know."

"They're on the move again!" Gregor shouted as another ran behind them.

Aeon leapt out of Clara's hands and turned to the back hall, roaring at the shadows in warning to stay away from his family.

"Run!" the Professor called, "Move, move, move! Aeon come!"

They all ran off down the corridor, the Professor looking back a few moments later to see Clara had gotten lost…with Aeon, "Clara!" she shouted, "Aeon!"

"This way!" the Doctor called, getting a trace of her on the sonic.

"You two stay here," the Professor ordered the men as she and the Doctor ran through the halls, seeing Clara trying to talk to a Doctor standing there but unable to see her, Aeon at her side, tense as he eyed the man who was _not_ his master.

"Say something…" she was waving her hand in front of him.

"Clara stop!" the Professor ran up.

"Don't touch it," the Doctor agreed.

"There's a rupture in time somewhere onboard the ship."

The Doctor nodded, "A small tear in the fabric of the continuum."

"It must have happened when the TARDIS was pulled in by the salvage vessel."

The Doctor reached out and took Clara's hand, tugging her back, "The TARDIS is leaking."

"Leaking what?" Clara frowned.

"The…"

"And don't do that thing you do where you talk together," she cut in, "Really just…_one_ of you tell me."

"The past," the Professor answered, "You and me. The three of us. Everything we've done, everything we've said. Recent history. It's not real, it's a memory."

They stopped short when they saw the creature in front of them, the smaller one that had chased them in the library and into the console room.

It was quite persistent wasn't it?

"What about this?" Clara asked in a whisper.

"If you're giving me the option," the Doctor replied, "Given how Aeon is snarling at it," and the tiger was, "I'd say, 'This one's real.'"

The Professor quickly darted forward and punched it in the face as the Doctor pulled Clara back, the three of them running away, the creature stumbling after them, Aeon remaining behind them to make sure the creature wouldn't get them.

"She's right onto us!" the Professor shouted.

Clara stopped, "She?!"

"Not the time!" the Professor grabbed her hand instead, pulling her on, yanking the two of them into a side niche, Aeon transforming into a kitten and jumping into the Professor's arms so he could fit, all of them pressed together, waiting as they heard the creature pause.

"You're like those children who can't be friends with someone unless their mother approves," a past version of Clara said as she walked past with the past Doctor and Professor.

"And that's why it's important to us you get along," the past Professor told her.

They let out a breath of relief as the creature followed their past selves, allowing them to step out of the hiding place.

Clara tensed when a groaning sound echoed over to them, the Time Lords looking up at the ceiling, tensing.

"What's that noise?" Clara breathed.

"We're right under the primary fuel cells," the Professor murmured, buttoning her jacket and slipping Aeon inside it.

"So?" Clara frowned, not liking how that sounded, "So? So what?"

"So..." the Doctor sighed, "So the fuel has spilled out. So the rods will be exposed. Means they'll cool..."

"And start to warp."

"And start to warp," he nodded, "Maybe even..."

"No! You don't say it. Don't you dare say it."

"Maybe even break apart," the Professor finished, just as huge rods began to shoot down at them, through the walls, making them jump back.

"Run?" Clara guessed.

"I'm liking how you're thinking," the Doctor nodded, Aeon mewling in agreement.

"Yeah."

They turned and ran down the hall, ducking and dodging the rods as they shot out of the walls at them, narrowly managing to avoid them, until they caught sight of Tricky and Gregor at the end of another hall where they'd left them, Tricky, unfortunately, impaled in the shoulder by one of the rods.

"You made it through!" Clara gasped.

"What's the matter with you?" Tricky was shouting at Gregor, "Why won't you cut me?"

Clearly the man had been trying to get Gregor to cut his arm off to free him.

The Professor frowned and looked at him, "Why on EARTH would you WANT him to cut your arm off?!"

"Tell him," the Doctor rounded on Gregor.

"Tell me what?" Tricky grunted, trying to pull the beam out of him.

"You can't, can you?" the Doctor scoffed at Gregor as the Professor worked it out, "You're a coward. You won't save him, but you're scared to tell him why."

"What's he going on about?"

The Professor eyed him, "You think you're a robot," she realized, seeing flashes of memory, of Tricky, in the Doctor's mind, "But robots don't need blast suits. They don't need respirators. They don't get frightened of monsters in the dark."

"What's she talking about?"

The Professor just reached out and touched his hand on the beam, "Two bionic eyes and a synthetic voice box," and shook her head, "But other than that, you_ are_ human. Flesh and blood."

Tricky stared at Gregor, horrified, as the man shifted, "It was a joke."

"What?" he breathed.

"It was just a stupid joke. We did it to relieve the boredom."

"Well, it was very funny," the Doctor spat at him, before looking at Tricky, "They lied to you, changed your identity, just to provide some in-flight entertainment!"

"I'm sorry," Gregor looked at Tricky as well, "You're human, Tricky."

The Professor looked up as the groaning sounded again, "Cut the metal," she ordered, "Cut the metal!" but when Gregor didn't move she grabbed his hand with the laser on it and lifted it, "Now!"

Gregor quickly did just that, trying to cut through the rod.

~8~

The Doctor and Professor ran down a hall, Tricky struggling to keep up, his arm bandaged, as they reached a door, a thick steel door, with a round window in it.

"Where are we?" Clara asked, seeing something swirling in orange and red through the window.

"Power source," the Professor murmured as she and the Doctor looked into the window.

"Right, you lot, wait here," the Doctor told them, "We'll check it's safe. We can only survive for a minute or two in there."

Clara tapped the Doctor on the shoulder as they moved to head in, "Um...what happens if we stay longer?"

"Our cells will liquefy and our skin will start to burn," the Professor stated bluntly.

Clara swallowed, "You both have such a knack for making me feel good after we've spoken."

"Marvelous," the Doctor smiled.

"Here," the Professor handed Clara Aeon to hold, hoping it might make her feel better, "And keep this door shut," she pointed at her as they opened it and stepped through.

"That will _not_ be a problem," Clara remarked, shutting it behind them and petting Aeon, both to calm herself and him.

The Doctor and Professor looked around, taking a few breaths to adjust to the heat-filled room, to the gusts around them, and moved across a catwalk to the door on the other side, flashing it with the sonic. It unlocked but remained closed till they tugged it open and looked up.

They looked at each other and nodded, running back across the catwalk and into the hall just as Tricky lunged at Gregor.

"Stop!" the Professor shoved them apart, her holding Gregor back while the Doctor held Tricky.

"Tricky, listen to me," he began, "Ask yourself why he couldn't cut you up. He has just one _tiny_ scrap of decency left in him. You just helped him find that, ok?"

"And you," the Professor said firmly to Gregor, "Don't _ever _forget this."

"Come on," the Doctor turned back to the door, holding it open for the others as the Professor pushed them through, Clara holding Aeon close, "Move, move, move!"

The Professor shut the door behind them, the others looking up to see what looked like a violent star floating in the air above them.

"The Eye of Harmony," the Professor explained.

"Exploding star in the act of becoming a black hole," the Doctor added.

"Time Lord engineering, you rip the star from its orbit, suspend it in a permanent state of decay!"

"This way," the Doctor motioned them on, "Quickly!"

The men followed the Doctor, Gregor helping Tricky along as Clara stared up at the Eye a little longer, Aeon shifting uncomfortably in her hands, not liking the heat and the noise and the gusts.

"Clara!" the Professor took her hand, pulling her over to the men…only to see them jump back as the Doctor opened the door to see a creature on the other side, waiting for them, the one with its hand stuck to its forehead.

They shoved it shut and ran to the door they'd come from…only to see two more there as well, the small one and the one with the lump for a hand, Gregor slamming it shut.

"There's no way out!" Gregor shouted, "We're trapped."

The Professor moved to go with the Doctor back to the first door when Clara tugged her back by the hand she was still holding, "You're going to tell me now! If we're going to die in here, tell me what they are."

"We can't," the Professor shook her head.

"_Tell me_! What's the use in secrets now?"

The Doctor joined them, "Secrets protect us. Secrets make us safe."

"We're not safe!"

"Sensor detects animal DNA," Gregor's scanner said as he stood by the door they'd first come from, scanning the things, "Human and non-human core element. Calculating data. Calculating data…"

The Doctor's eyes widened and he ran over, "No, no. Turn it off!"

"Sonic blaster. Alien. Identifiable substance…Professor."

The Doctor closed his eyes at that, knowing that the creature with the lump hand had been the Professor with her blaster.

But the scanner wasn't done there, it moved on to the other creature, "Lancashire. Sass. Identifiable substance…Clara."

The Doctor slowly turned to see Clara staring at that wide eyed, Gregor and Tricky rushing to the other door to see what that creature, no, who that creature was.

"That's me," Clara breathed, slowly making her way to the door to stare at it, "That's me and you," she breathed, looking at the Professor as the two creatures bashed themselves against the door.

"I'm so sorry," the Professor whispered, going with her, "I picked up the trace of DNA on the claw mark."

Clara swallowed, looking through the window, "It's us. We burn in here."

"It isn't just the past leaking out through the time rift. It's the future."

"Listen," the Doctor turned her, his hands on her shoulders, "We brought you here to keep you safe, but it happened again. You died again."

"What do you mean, again?" Clara blinked, clutching Aeon closer, starting to get scared now.

The Doctor turned, running a hand over his face and hair, tears in his eyes, as the Professor moved to his side, winding her arms around his middle from the side, resting her head to the side of his face as he closed his eyes and took comfort in her being there.

"Dear," the Professor reached out and took his hand off his forehead where it was resting, staring at it, then at him, then at the door that Gregor and Tricky were pressed against, the creature with its hand pressed to its forehead on the other side, him.

They looked at Tricky and Gregor, leaning on each other, pressing their shoulders and sides to each other, like the misshapen fused one.

"As long as we interrupt the timeline, this can't happen!" she realized, pulling away from him to run to the brothers, pushing them apart, "Don't touch each other," she warned them, "Otherwise the future will reassert itself."

She grabbed them and pulled them to the middle of the catwalk as the Doctor did the same for Clara, only for the creature at their door to push past it, grabbing for Gregor with its free hand.

"Gregor!" the Doctor shouted, "Gregor, let go of the circuit!"

"The _what_!?" the Professor rounded on him, "He took a circuit!?"

"Just let it go!" Tricky yelled.

"Gregor!"

"Gregor!"

There was a crash as something blasted past them…it seemed the creature's blaster was still as functioning as ever as it shattered the glass, another bolt breaking the lock, letting them both in as well, trapping them in the middle of the catwalk.

Gregor took the circuit out of his pack and backed away towards them, still unwilling to let it go.

Tricky ran past him and whacked the hand-fused creature with a crowbar, sending it flying over the railing and into the depths.

The Professor looked back at the two creatures behind them, and sighed, "Sorry about this!" she shouted to Clara, before she fired her blaster at the first creature, sending it flying over the railing, blasting at the second but only managing to knock it down with a hit to the shoulder.

Clara blinked, holding Aeon close as she looked over the edge to see the smaller creature falling, "…did you just kill me Professor?"

"Yes, yes I did. Sorry."

They turned to run to the open door, only for the joined creature to stagger out, running towards them,

The Professor moved to fire at that one as well, when Tricky ran forward and whacked it with the crowbar, kicking it as soon as it had fallen, sending it down…only for it to grab his leg and try to take him down with him.

"Tricky!" Gregor ran after him, grabbing his arm to pull him up.

"Don't touch him, or time will reassert itself!" the Doctor shouted as the Professor backed Clara up towards the open door, the one that didn't have the creature with the blaster before it.

They watched in horror as Gregor helped Tricky stand…only for the two of them to fuse together and morph into the joined creature, the two of them in front of the Eye of Harmony too long.

"Move!" the Professor shouted, pulling them back through the door, the Doctor sonicing it locked behind them as the joined creature bashed against the door.

"The engine room," the Doctor turned, "The heart of the TARDIS," he took Clara's hand and they ran through the hall to another door the Professor shoved open, the three of them running through, only to nearly fall off a cliff ledge, Aeon hissing at the close call.

"We're outside," Clara gasped.

"No, we're still in the TARDIS," the Professor shook her head.

"There's no way across."

"No," the Doctor agreed, "Ok, you're right."

"So what do we do? Time for a plan. Do you have a plan?"

"Him?" the Professor laughed, reaching out to take Aeon as he fussed in Clara's hold.

The Doctor pointed at her like he was going to say something before running his hand though his hair, "Well, no, no plan, sorry."

"If you don't have a plan, we're dead!" Clara stated.

The Doctor looked at the Professor who nodded, now was as good a time as any to get answers, Clara was demanding quite a few from them, "Yes, we are. So just tell us."

"Tell you what?"

"Well, there's no point now, we're about to die, so just tell us who you are."

"You know who I am."

"No," the Professor sighed, "We _really _don't. We," she paused, "_I_ look at you every single day, and I don't understand a thing about you. Do you have any idea how _frustrating_ that is?"

"Why do we keep running into you?" the Doctor asked her.

"You invited me, you said..." Clara began.

"Before that."

"We met you in the Dalek Asylum," the Professor told her.

"There was a girl in a shipwreck."

"She died saving our lives."

"And she was _you_."

"She really wasn't," Clara shook her head.

"Victorian London," the Professor added.

"There was a governess who was a barmaid," the Doctor nodded.

"And we fought the Great Intelligence together."

"She died, and it was my…"

"OUR fault," the Professor nudged him, setting Aeon down as he pawed around, trying to find a way out for his master and mistress.

"And _she _was _you_!"

"You're scaring me," Clara backed away from them.

"What are you, eh?"

"Are you a trick?" the Professor eyed her, even more suspicious of everyone, especially when the Doctor's life was on the line, she liked Clara, she really did, but she had been telling the truth to Amy, nothing and no one was more important to her than the Doctor, and…she couldn't risk his safety just because she thought someone was sweet, "A trap?"

"I don't know what you're talking about!" Clara shouted, nearly falling over the cliff as she backed away, only for the Time Lords to each grab her by an arm and pull her back, hugging her tightly.

"Alright," the Doctor breathed, "Alright."

The Professor smiled and shook her head, pulling away a bit, cupping Clara's face, "You really _don't_, do you?"

"I think I'm more scared of you right now than anything else on that TARDIS," Clara told them.

"You're just Clara, aren't you?" the Doctor laughed, reaching out to poke her face, pinching her cheeks…

Till the Professor slapped his hands away and hugged Clara again.

"Ok," Clara laughed as they both smushed her, laughing even more when Aeon dashed over and nuzzled her leg, trying to get in on the love, "I don't know what the hell this is about, but the hug is _really _nice."

"We're not going to die here," the Professor decided, pulling away, "This isn't real! It's a snarl."

"What?" Clara asked as the Doctor tossed a rock down over the ledge.

"What does a wounded animal do?" he asked, "Or a very protective one like Aeon here," he scooped the kitten up, "It tries to scare everyone away."

The Professor nodded, "We're close to the engine. The TARDIS is snarling at us, trying to frighten us off."

And then the Doctor grinned, "We need to jump."

"You're insane," Clara stated.

"It's been said many, many, many, many…" the Professor began till the Doctor poked her with an 'oi!' "Times before."

"We'll cross a portal to the engine," the Doctor explained, taking the Professor's hand, keeping Aeon secure in his other, as the Professor held one out to Clara as well.

"How can you be so sure?" Clara frowned as they backed up to the door.

"Well, we can't."

"Ok, well, that's watertight."

"Hey, now, Clara, I've piloted this ship for over 900 years. Trust us this one time, please."

The Professor snorted, "Not exactly the best method to build trust, your piloting," she replied. Before looking at Clara, "I've kept him safe for centuries Clara, I can keep you safe too. Ready?"

Clara took a breath and nodded.

"Geronimo!" the Doctor cheered as they ran to the cliff…and jumped over the edge of it…

~8~

They landed in a white room, what looked like exploding machinery suspended in the air above them, frozen in time.

"The heart of the TARDIS," the Doctor murmured as they walked through it, setting Aeon down to trot beside them.

"The engine's already exploded," the Professor realized, "It must have been the collision with the salvage ship."

"We're not dead," Clara breathed.

"She wrapped her hands around the force," the Doctor explained, "Froze it."

"So...so it's safe?"

"Temporary fix," the Professor shook her head, "Eventually…this whole place will erupt."

The Doctor sighed, "There's no way we can save her now," he looked at the Professor, "She's just always been there for me, taken care of us. And now it's our turn and I don't know what to do. It...it just..."

The Professor kissed him quickly, only to pull back with a hiss as he squeezed her hand he was still holding. He looked down at it, seeing the burn, and smiled.

"Oh you are beautiful!" he kissed her palm, the words 'Big Friendly Button,' burned on it.

The Professor just winked and snatched the sonic out of his pocket, scanning her hand, "The rift in time. All the memories leaking out. I need to find the moment we crashed…" she grinned, "There it is!"

They looked up as music filled the room.

The Doctor beamed and took the Professor's hand, pulling her out of the room, Clara running after them with Aeon, only to end up right back in the console room.

"Those things are so annoying," the Professor muttered, scrunching her nose as she spotted a crack in time in the wall under the console.

The Doctor just grinned, "But useful," he gave her nose a peck as they headed over to it, Aeon cautious, sensing a disturbance in that energy, "The time rift. Recent past. Possible future."

"What are you going to do?" Clara called, rushing over to them.

The Doctor pulled the remote control for the magno-grab he still had out of his pocket and took the sonic back, writing 'Big Friendly Button' on the control.

"Rewrite today, if we're lucky," the Professor smiled, looking at Clara, "We threw this through the rift before but we need to make sure this time."

"Going to take it in there myself," the Doctor nodded, "There might be a certain amount of yelling."

"It's going to hurt?" Clara frowned, moving to quickly pick up Aeon, knowing how distressed the poor kitten got when the Time Lords were in danger or hurt.

"Things that end your life often do that," the Doctor remarked, heading for the rift.

"But never alone," the Professor took his hand, going with him, "I can call out to myself, try and get her to _not _drop it this time, how embarrassing," she muttered.

"Wait!" Clara called, stopping them, "All those things you said. How we've met before. How I died..."

"Clara, don't worry," the Doctor turned back to her, "You'll forget."

"Time mends us," the Professor smiled, kissing the Doctor, "It can mend anything."

"I don't want to forget," Clara shook her head, "Not all of it. The library. I saw it. You were mentioned in a book."

"We're mentioned in a lot of books," the Doctor countered, tugging the Professor back to the rift.

"Not anymore though," the Professor reminded him, "We tore those pages out, remember?"

"You call yourselves 'Doctor' and 'Professor,'" Clara continued, "Why do you do that? You _have_ names. I've seen them. In one corner of that tiny..."

"Clara," the Professor cut in, "If we rewrite today, you won't remember. You won't go looking for our names."

"You'll still have secrets."

"Better that way!" the Doctor called back as they reached the rift, "Ready?" he looked at the Professor.

"Always," she nodded, squeezing his hand.

He kissed her hand quickly and they both shoved their way into the rift, screaming in pain as they did so…

"Magnetic hobble-field," the past Professor reported, "We're flying right into it."

"Clara, stay by me!" the past Doctor shouted as she tried to push herself off the chair and make her way back.

Past Clara stumbled forward, gripping the console tightly, "Please tell me there's a button you can press to fix this!" she shouted over the noise of the alarms blaring, the ship sparking, things going mad.

"Oh, yes. Big friendly button."

"You're lying."

"Yep."

"To stop me freaking out?"

"It's not working is it?" the past Professor guessed.

"Not so much," past Clara agreed.

The Professor and the Doctor reached through the rift, screaming, "Doctor!" the Doctor shouted, pulling his past self's attention t him, "Doctor. We're from your future. We haven't got long. It's a reset dial…"

"Don't let me drop it this time!" the Professor added, realizing she was too far away for her past self to really hear, moments before they disappeared, the rift unable to maintain the paradox any longer.

The device fell to the floor with a clang and rolled to the past Professor, who picked the grenade-shaped object up, only to drop it as it burned her when she'd just started to scan it.

"No!" the past Doctor shouted, "No!" he dove for the device and caught it, laughing as he read it, "Big friendly button," before he pressed it and the world went white…

~8~

The Doctor and Professor were cleaning the console as Clara entered, changed and showered from all the explosions that had gone off before, "I feel exhausted," she muttered, seeing Aeon clearly felt the same as the kitten was curled up on one of the seats, snoozing away, "I feel..."

"We've had two days crammed into the space of one?" the Doctor guessed.

Clara frowned, "Why would you say that?"

The Doctor and Professor shared a secret smile, "He just says stuff," the Professor made her way to him, "Ignore him," and kissed the Doctor.

He grinned and kissed her back, before glancing at Clara, "Do you feel safe?"

"Of course," she nodded.

"Give me a number out of ten. Ten being woo-hoo, one being argh!"

"You're being weird."

"We just want to know if you feel safe, that you're not afraid," the Professor explained.

"Of?"

"The future."

"Running away with a spaceman and a soldier in a box," the Doctor whistled, "Anything could happen to you."

"That's what I'm counting on," she smiled, nodding at the console, "Push the button," before she turned to leave.

The Time Lords smiled and the Doctor tossed a rag onto the console with a hook shot as the Professor pulled a lever for dematerialization.

~8~

"What are you up to?" the Doctor asked as he popped his head into the med-bay.

"Oh God!" the Professor gasped, spinning around, "You scared me!"

He blinked, frowning, that wasn't usually like the Professor, she was usually very aware of when he was around and it was incredibly difficult to sneak up on her on a good day, "What is it?" he stepped into the room, knowing she must have been distracted or very worried about something to have not been paying attention enough to sense him coming.

She sighed and turned more, revealing one of the scanners was running, she was scanning herself, which, he should have guessed given how she was dressed. They were both in their pajamas, feeling as exhausted as Clara had, him in his long flannel pants decorated with little bow ties, her in an outfit that always made his hearts stop, a simple tank top and shorts, slightly shorter shorts than she would ever wear out of the TARDIS.

"Kata," he sighed, moving to take her hand, lightly taking the end of the scanner from her, "You need to stop doing this," he told her gently, "Scanning yourself all the time to see if you might be pr…"

"I'm not scanning for that," she cut in gently, moving to sit on the small examination bed.

"Then what…"

"I was scanning to see if there might be…something…wrong…with me," she swallowed hard.

"Wrong how?" he shook his head, she was perfect!

She smiled at that last thought, but reached out to take his free hand, "During the war…" she began, lightly playing with his hand as she looked down at it, "The training…it was…intense," he nodded, he knew that, he'd seen the recording and the documentation about it, "Rassilon never let me regenerate, he…never let me really heal the way regeneration was meant to," she took a breath, "I got hurt, a lot, I took blows to the abdomen and…" she closed her eyes, "What if…what if all that abuse left a physical impact?"

He blinked, "Kata, anything that was wrong with you would have been healed when you regenerated at the end of all that."

"I know," she nodded, still unable to look up at him, "But…you've said it yourself, we carry things over from one life to the next. What if…what if it's not just emotional things but physical too? I was never allowed to heal, what if that just…built up…made it…unhealable?"

He nodded, understanding her concern, and, it was a valid concern. Her training had been so much worse, so much more intense than the others, because of him. Where others were killed mid-regeneration if it happened before the final stage of their training, she was not, she was cared for only enough to get her out of danger. They never really knew what would change when regeneration hit, what would heal, what would remain the same…

He turned and flicked a knob on the scanner, knowing what she needed to reassure her. He gently lifted the bottom of her shirt and placed the scanner on her stomach, moving it around as they watched the different readings flash across the screen, before it beeped.

He smiled, placing the scanner down and kissing her, "Nothing wrong with you at all," he whispered, kissing her again, "You," he rested his forehead to hers, lifting his hand to touch her face gently, brushing a lock of hair behind her ears, "Are just perfect Kata."

She nodded against him, "But…"

"What?" he pulled away a bit, looking at her in concern, he knew that this, having a child, was something she desperately wanted, he wanted it just as much.

"You and…and Mayra," she began, knowing that as almost as touchy a subject as bringing up Rose seemed to be, "She was pregnant a few months after your Union. And we've been trying for…"

He kissed her quickly, "That, in itself, was a miracle," he told her, "I was…" he shifted uncomfortably, "I was only _with_ her on the first night of our Union and once after…"

"And that's just it," she sighed, "Mayra had a child after just that, we've been trying for so long Theta," she finally looked up at him and he felt his hearts break for the tears in her eyes, "Why haven't we had one yet?"

"I don't know," he admitted, cupping her cheeks in his hand, "It is different for everyone Kata. YOU aren't Mayra, you're Kata, you're _my_ Kata. Some people wait years to have a child while some end up with one instantly. Years, for us, are different than years for everyone else. But I promise you Kata, whether it's a year or a century, we WILL have a child," he smiled, "Because you and me," he stroked her cheeks, "We can do ANYTHING when we're together. And I think," he leaned in, "I think the Universe is just not ready for a child that's the perfect blend of the two of us and is just waiting till it's sure it can handle it."

She laughed at that, feeling a tear fall from her eye though it was wiped away instantly by the Doctor, "Oh could you imagine, something that's half you and half me running around?!"

He laughed deeply at that, so pleased he's cheered her up, "Quite a handful it would be," he agreed, "And the most amazing child ever."

"Well, you know what I think?" she smiled up at him, tears in her eyes still but far more happy and light of hearts, leave it to her brilliant Bonded to make her feel that way.

"What?"

"I think that the Universe better get ready because I want that child," she hopped off the examination table, "And what I want, I get."

"You certainly do," he nodded.

She spun around with a smirk, taking his other hand, still leading him back to the door, "And do you know what I want right now?"

"No," he answered promptly.

She just tugged him closer, "You," she whispered, kissing him deeply, before tugging him, half-dazed, out of the med-bay, smiling at how the bow tie was still on their bedroom door knob as she pulled him into the room, shutting the door behind them.

A/N: Awww, I love how sweet the Doctor is :) And now we know there's nothing physically wrong with the Professor preventing her from having children, it just...hasn't happened yet :( Poor her. But you have to love the trying ;)

There's a lot in this chapter that I tweaked just a bit, the creatures and when which creature appeared when. I figure, adding in a Professor-creature would make that a little different. And I wanted a bit of 'comedic relief' that the Professor basically kept having to attack the creature that was Clara, first with the book, then in the console room, then in the halls, before having to shoot it on the catwalk :) Poor Clara lol :) I also added a bit of 'what was in the book' just a small thing, nothing to shocking or altered :) And I really wanted to have that little moment of the Doctor and Professor communicating via the monitor when they were both in the console room, because I figure they would be able to work out how to use it to speak to each other :)

Have to say, hint of the Doctor's feelings about Rose here, I CAN say that there will be even more about her in the next chapter, when the Professor finally learns what Rose did/said that was so terrible. Though, how she finds out might be a bit surprising... The Doctor and Professor haven't really had a good old row in a while, have they? }:)

Quick question. I don't normally include scenes that don't involve the Doctor or Professor, but for The Name of the Doctor, I'm debating having the 'conference call' just so we can see River's reaction to Clara, if she knows her and things. What do you think? Would you guys be up for that? :)


	13. The Crimson Horror

The Crimson Horror

"Beautiful!" the Professor cheered as she and the Doctor stepped out of the TARDIS into a quaint Victorian setting, Aeon dashing out ahead of them, hopping around at the new setting. It was lovely if entirely the wrong place. The Doctor had been trying to pilot the TARDIS to Victorian London, despite her telling him that would be a bit too much of a paradox to have Clara there when, well, the other Clara had just died, and it would scar the children the other Clara had cared for. But he hadn't listened, and so, their dear mother had revolted on him, and now they were in Yorkshire.

"Wrong," the Doctor pouted, crossing his arms.

"Lovely," Clara countered as she stepped out after them, shutting the doors behind her.

All three of them were dressed for the late 1800s. Clara had a long black and red dress, high collared, with a bustle, her hair lightly curled, with a small bonnet on while the Doctor had his typical suit, with a bowler hat on, his arm around the Professor as she begrudgingly put on a dress for the occasion. Clara's doing. That girl actually managed to talk so quickly that she had _no idea_ what she was agreeing to till Clara had cheered and dragged her into the wardrobe for dresses. She and Clara had ended up dressed similarly as a result, different dresses, different styles but the same color scheme. She was wearing a corseted black top that was off the shoulder, with a deep red skirt. She'd forgone the bustle but had a small black shawl clasped in the front over her shoulders, like a small cape, and a small bag over her shoulder to put Aeon in should they need to run or climb anything…which, given the Doctor's luck, would probably happen.

The Doctor hadn't been able to take his eyes off her and had praised her in that dress so many times that…she was getting a little suspicious of it. She'd found it in the far back of the wardrobe and when he'd seen her in it, he'd looked…almost angry, before shaking his head and just beaming at her, and then he'd started on the praises, every single part of the dress, even how she'd hemmed the bottom up a bit so she could walk without fear of tripping.

It really was a simple dress and she knew she'd wore farm more intricate and revealing outfits around him, so she really didn't know what was so great about the dress, but he hadn't taken his eyes off her nearly the entire time. She had to admit, she loved that though.

"So where are we then?" Clara asked, looking around.

"Yorkshire 1893," the Professor stated, linking her arm with the Doctor's.

"Near enough to London 1893," the Doctor shrugged.

"You're making a habit of this," Clara laughed, "Getting us lost."

The strange thing was, she was actually pleased about that. She usually hated being lost, but with the Doctor and Professor, she always felt safe and felt like it was more an adventure than actually being lost.

"Sorry."

"It's surprisingly much better than it used to be," the Professor defended the Doctor lightly.

The Doctor nodded, moving to wrap his arm around the Professor's waist instead, "I once spent a hell of a long time trying to get a gobby Australian to Heathrow Airport."

"What for?" Clara eyed him.

"Search me," he shrugged, "Anyway..."

They stopped short when they heard a woman scream in the distance, making Aeon stop from his trotting beside them and look up.

"Oh brilliant!" the Professor cheered, nearly bouncing in excitement.

The Doctor grinned and moved to take the Professor's hand, "Brave heart, Clara!" he warned before the Professor hiked up her skirt and they were off, Clara close behind, Aeon racing after them.

They came to a small gathering of people at the side of a canal, quickly peeking over the edge to see a body floating face down, the Professor scooping Aeon up so the kitten could see as well, the poor thing hissing at the body for what might have done that to him. They could tell its skin was bright red even from that distance, dressed in what looked like white underthings, white pants and a loose white shirt. A man was struggling in the hold of a policeman, seeming to be trying to warn the onlookers about something but was being passed off as a madman.

"It's another one, don't you see?!" the man was shouting, "Another victim! Why won't any one of you listen?"

The Doctor and Professor looked at each other and grinned, "We'll listen!" they called as the group turned to them.

The man eyed them a moment, glancing at the woman holding the mewing kitten, before pulling out of the policeman's hold, straightening his jacket and walking over to them.

"Hello!" the Doctor greeted, "I'm…" he flashed the psychic paper at the man, "Doctor John Smith, with my lovely wife," he winked at the Professor, "Professor Katherine Smith, and our…assistant, Clara Oswald."

"Assistant?" Clara frowned, taking the paper from them, looking at it, she had seen him use it with the major in Caliburn house but hadn't gotten a chance to ask about it, "What is this?" she quietly asked the Professor, seeing the words change to '19th century version of Companion.'

"Psychic paper," she answered in a whisper so the man wouldn't hear, "Let's people see what you want them to."

Clara nodded, that was rather useful.

"Edmund Thursday," the man reached out a hand to shake theirs, kissing the back of Clara's, about to do the same to the Professor when, not only did the Doctor glare at him, but Aeon hissed in her hands at him…which made the Professor laugh and coo at him to calm him…and so, he _shook_ her offered hand instead.

"So, what seems to be the problem Edmund Thursday?" the Doctor asked, "Well, besides the, you know, additions to the local water supply," he nodded at the canal.

Edmund sighed, glancing at the small crowd that had gathered, the policeman still watching him carefully, "Come with me," he murmured, leading them off through the town, the Professor slipping Aeon into her bag, letting him enjoy the ride.

They noticed, however, that Edmund kept sending small glances over his shoulder as though worried they might be followed.

'_Are we?_' the Doctor asked the Professor quietly.

'_Not from what I can tell,_' she shrugged, but decided it was quite a good thing that Edmund was so paranoid.

It was only paranoia if they weren't out to get you, and, most of the time, they really WERE.

"Where are we going?" the Professor asked excitedly, nearly buzzing, she loved mysteries!

"Sweetville," Edmund stated, though he spoke quietly enough, as though he didn't want anyone else to overhear.

"What's that then?" Clara shook her head, "Like…Candyland?"

The man scoffed, "The Devil's playground is more appropriate. There is _nothing _sweet about it," he glanced back at them, "That man in the canal, he was the latest resident of Sweetville, only its residents turn up like that. Their skin red, their eyes frozen open, dead. No one knows what killed them."

"Didn't they drown?"

"Let me guess," the Professor cut in, reaching down to scratch Aeon's head, feeling the kitten tensing beside her at the small, unseen threat, "No water in their lungs, indicating they died _before_ they were put in the river."

Edmund nodded.

"Which makes it a murder," the Doctor reasoned, "Someone or something killed them before trying to dispose of the body in the canal."

"Rubbish way to do it," the Professor remarked, "The water systems are connected, it was bound to wash up somewhere."

The humans stared at her.

"That was a bit sinister-sounding love," the Doctor whispered to her.

She just shrugged, she was just being honest.

"Welcome to Sweetville," Edmund turned a corner, coming to a large factory-like complex, safe within some rather thick walls, gated. It looked pristine, everything structured and neat and…perfect. Too perfect, things that were THAT clean usually only tended to be that way to hide something, to leave no evidence, "The match factory."

"Interesting," the Professor murmured as she eyed it.

"Who runs it?" Clara wondered.

"Mrs. Winifred Gillyflower," Edmund answered, "An astonishing woman. A prize-winning chemist and mechanical engineer. So why..."

"Why has she decided to open up a match factory in her old home town?" the Doctor finished.

"And no one who ever goes to live there ever seems to come out," Edmund remarked.

"Unless they're like that man," Clara guessed as Edmund nodded.

The Doctor and Processor glanced at each other, grinning widely at the mystery and adventure to come.

~8~

It was a bit cramped in the morgue later that day as the trio and Edmund stood around the body that had been pulled out of the canal, Edmund and Clara on one side, the Doctor and Professor on the other while the coroner stood at the head, sneezing, apparently the man was allergic to cats but the Professor refused to leave Aeon outside. Luckily, Edmund had 'tipped' the coroner rather handsomely to allow the kitten in. Even HE could tell that the Professor wouldn't enter without the kitten and the Doctor wouldn't enter without the Professor and Clara wouldn't enter without either of them, so it really was in his best interest to get them all inside so they could examine the body.

It was just like Edmund had described, the skin a raw, almost candy-shaded red, even feeling hard, like a candy, but with the eyes untouched, wide in fear, the body frozen in its last moments of life.

"Same as the rest," Edmund sighed, "All dead from causes unknown and their flesh...glowing."

"Like something manky in a coal cellar," the coroner nodded, "They keep turning up in't canal. The Crimson Horror!"

"Ooh," the Doctor looked up, smiling, "Good name. Hey, that's good, isn't it?" he looked at the Professor, "The Crimson Horror!"

"I wonder what it is…" the Professor frowned, reaching out to lightly touch the body with one hand, the other hand keeping Aeon close, the poor thing had tried to lick the body and they both knew that would NO be a good idea. She lifted her hand, sniffing it a moment, rubbing the sticky red substance between her fingers, scanning it.

The Doctor frowned, spotting something else on the body, and leaned in to look at the man's eyes with a magnifying glass, "Do you know the old Romany superstition, Clara? That the eye of a dead person retains an image of the last thing it sees?"

"An optogram," the Professor looked at him, startled, seeing the image that had in his mind, the image that he'd seen in the eyes of the man.

The Doctor handed the magnifying glass to Clara to look for herself, the girl gasping as she saw an image of an old woman reflected in the man's eye.

"Nonsense, of course," the Doctor took the glass back and walked to the Professor, holding out her hand to look at the red stains on her fingers.

"Unless the chemical composition of the body has been massively corrupted," the Professor held up her hand, "Poison."

"Really?" he slipped the magnifying glass into his pocket and took a hanky from it to wipe the 'poison' off her finger.

She nodded, "An organic poison, a sort of venom," she sighed, frustrated, "Not quite one I've seen before," she frowned, pouting at the fact that she didn't recognize it.

He frowned, any sort of poison like that had to be bad, "Nasty," he murmured, glancing at Edmund, "And you think it's connected to Sweetville?"

"I do," the man nodded.

"Well, then, we need a plan!"

"My specialty!" the Professor cheered, Aeon seeming quite happy about that.

"One of your many," the Doctor winked at her, about to lean in and kiss her…

When Clara stuck her hand between them, stopping him, pushing him back a bit, "Murders first, flirting later!" she pointed warningly at them.

"Yes mum," the Doctor sighed, frowning.

'_I'll make it up to you later,_' the Professor winked at him, which made him grin and eye her up and down once more.

He really loved that dress on her.

It suited HER so much more than it had Rose.

~8~

The trio stood before the same old woman they'd seen in the dead man's eye, a severe looking woman in black, wearing a black bonnet, in her office. They'd managed to get into Sweetville by claiming to be interested participants. Edmund had given them a rundown of the sort of people accepted by Sweetville, beautiful people, mostly couples.

So there they were, pretending to be, well, not exactly pretending, Mr. and Mrs. Smith and their maid, Clara.

"Doctor and Mrs. Smith," Mrs. Gillyflower smiled at them, "And your lovely help," she eyed them appraisingly, "Oh, yes. You'll do very nicely. Oh that is a darling kitten," she reached out to pet Aeon as he sat in the Professor's bag, only for the kitten to hiss at her and try to swipe her finger, which only made the woman laugh.

The Doctor beamed and put his arm around the Professor, though both of them were tense, Keroberos were remarkable judges of character and Aeon did NOT like this woman, "Oh, grand!" he said in a false Northern accent, "Smashing. Eh, the missus and I couldn't be more chuffed, could we, love?"

"Oh not at all," the Professor mimicked his accent, putting her arm around his waist, squeezing him, "We're thrilled aren't we Clara?"

"It's fantastic ma'am," Clara agreed, with her own accent as well, doing a much better job at mimicking the accent than a few of their past Companions had.

"Come," Mrs. Gillyflower nodded, "Let me give you the tour."

They smiled, watching her closely as she led them out.

'_Try not to forget your accent like you did in Scotland,_' the Professor reminded him as they followed the woman, knowing all about that adventure from his memories, how he'd slipped up and made Queen Victoria even more suspicious of him and Rose.

'_Don't lose yours either,_' he agreed, smiling at her, '_I love hearing you talk like my 9th self._'

She rolled her eyes but kissed his cheek for it as they stepped out into the courtyard of the factory base, the edge of the houses for the workers.

'_And,_' he continued, '_In that dress no less…_'

She frowned and looked at him, '_What about this dress?_'

He just smiled and kissed her again, '_You are the most beautiful thing that has ever wore that dress,_' was all he told her.

She eyed him a moment, that hadn't really answered her question.

"Sweetville will provide you with everything you need," Mrs. Gillyflower began, pulling their attention back, "You won't have to worry about a thing...ever again."

"The name," the Professor began, "Sweetville."

"Yes?"

"Why not name it after yourself? It's your creation."

"Gillyflowertown, eh?" the Doctor suggested, "Gillyflowerland! You could have roller-coasters!"

"It is named in tribute to my partner," Mrs. Gillyflower told them, stopping.

"Your late partner?" Clara asked gently.

"No. My..._silent _partner," she rested a hand to her chest, the Professor's gaze narrowing as she saw her hand hadn't quite rested flat, "Mr. Sweet likes to keep himself to himself. Shall we move on?" she smiled, leading them to a door.

"Who lives here?" the Doctor asked.

"Oh, names don't matter here. All you need to know is that we only recruit the brightest and the best," she patted the Professor on the cheek, moving to do the same to Clara, not noticing the Professor frown, getting a scan off her in the process.

'_What is it?_' the Doctor asked her quietly.

'_Gillyflower,_' she replied, '_She has traces of that poison in her, like…like she's been inoculated against it._'

Mrs. Gillyflower turned and opened the door to the nearest house, the trio leaning in to look inside…only to see a tableau of a husband and wife, sitting motionless, having tea, covered by a giant bell jar.

"Doctor," the Professor began, tensing.

"Yes dear?" he asked.

"We're surrounded aren't we?"

Clara glanced back to see quite a few men and women had come out from the other houses, sneaking up behind them and before them, "Looks like it," she answered.

The Doctor winced, "Try not to hurt them," he whispered to the Professor, before adding to Aeon, "Aeon, hold back."

Her lips pursed, every time she tried not to hurt someone…she ended up getting subdued in the process…

Oh this would _not_ be good would it?

~8~

The Doctor gasped awake with a blinding headache, fairly certain someone had taken a bat to his head at one point, to find himself hanging from a rack of some sort, his hands tied before him, poles stuck under his arms, wearing white sort of underclothes like the man in the canal had, a man on either side of him, three behind him, heading for a vat of bright red liquid, the poison.

He gasped as the rack lowered, about to dip him into the substance, frantically trying to look around for the Professor but he couldn't see her. He took a gasp of breath as he was lowered into it, starting to squirm and thrash as he felt the substance stick to him, burning him, poisoning him...

The rack lifted up and he tensed, feeling the concoction solidify, making it hard to move, making it_ hurt_ to move. The men around him seemed fine though, if a bit shiny skinned. He gasped, his eyes wide, spotting Clara off to the side as the rack started to lower them to the ground beside the vat, right at the end of a line of girls that Clara was standing in, all shiny skinned, staring blankly out, clearly she had already undergone whatever that was.

But the Professor? Where was _she_!?

The pole beneath his arms slid out and he fell to the ground, remaining there even as other men walked over and guided his frozen partners, who had remained standing, over to the line of women, standing them across from them.

He could see Mrs. Gillyflower walking down the row, Ada, her daughter, standing in the middle of the line. Poor Ada, she was blind, with such terrible scarring around her eyes, her father having done it in a drunken rage, according to rumors.

"Agg..." he tried to speak, but even his_ voice_ hurt, his mouth stuck open, he couldn't move.

"Like pretty maids all in a row," Mrs. Gillyflower remarked, smiling at the women, "The process improves with every attempt! Mr. Sweet is such a clever old thing," she paused, coming by him and sneered down at him, "Oh, into the canal with the rejects, Ada," she called, "Same with the men as the women."

The Doctor's eyes, if they had been able to, would have widened more at that.

The women had gone first.

The _Professor _had gone first!

And if HIS reaction to the poisonous substance and been _this_, probably a natural reaction as the substance seemed made for humans, oh dear God...

The Professor had been poisoned and dumped in the canal!

He struggled to move, to crawl out of there. It _couldn't_ be real, it couldn't be. He'd have felt her die...which meant...she had to be still alive, somehow. Someway, she was out there, probably hurt.

He couldn't feel her, but he could tell she was alive. She was blocking him from her pain, and if she was able to do that, she HAD to be alive!

Now he just had to get to her.

"Yes," Ada nodded, walking towards him in the 'reject' area...accidently whacking him with her walking stick, making him grunt.

She paused and knelt down, feeling for him...finding his hand.

"Ma..." she began to call for her mother, when he managed to curl his fingers around her hand, silently pleading with her to help him.

Ada smiled...

~8~

...and shackled him to a pipe in a dark room, hay on the floor, a small window behind him, a thick metal door before him with a flap on the bottom for food. Not that she needed to shackle him, he could barely move!

"Sometimes, the preservation process goes wrong," she murmured, "Only Mr. Sweet knows why. And only mama is allowed to talk to Mr. Sweet. But if you're very good, you can stay here. You'll be my secret," she smiled, "My special monster," she leaned in and put her hands on his face, tracing them with her fingers, making him wince, she was pressing the poison into him more, "Shh..." she hushed, turning to head to the door.

NO!

He reached out his arms, struggling to follow her, to grab her, she _couldn't_ leave him there, not chained up, not when the Professor was out there!

But Ada just shut the door.

~8~

The Doctor sat on the floor, his legs out before him, his arms out before him as well, as he racked his brain to try and come up with a way to get out of there. He really shouldn't have let himself get so dependent on the sonic, he couldn't get out of the shackles to get to his pile of clothes in the far corner of the room where the sonic was hidden away, and the Professor needed him!

Suddenly the door flew open and Edmund ran in, screaming, dripping with the venom, staring wide eyed at the Doctor before he pitched forward, collapsing on the ground...

Well...there went all the help he could hope for...it wasn't like Jenny the lock picking Victorian chambermaid was going to come digging around, no one even knew they were there!

~8~

He had been sitting there for God knew how long, banging against the pipe behind him, trying to make any noise he could over the sounds of the factory, needing _someone_ to hear him, needing someone to come find him and _let him go_! He was going mad…well, madder than he already was…not knowing where the Professor was, if she was ok, what was wrong...he needed to find her!

He _couldn't_ lose her.

Not _her_.

He'd lost Companions in the past, he'd lost friends, he'd lost enemies, he'd lost family…but never did he ever lose the Professor, not even when he thought he had. She'd always been there for him, always…he…

_He just couldn't lose her_…

He looked over, hearing someone in the hall, hearing someone trying the door handle. He scrambled as fast as he could, not caring about the pain, ignoring it, he needed to get out! He made his way to the door as the flap opened, he reached out and grabbed whoever was out there, only for them to fall back and drop the panel, forcing him to pull his arm back in.

"Alright, mate," he nearly cried, hearing Vastra's Jenny outside the door, "You just stay calm now!"

He slammed his hand against the door.

How could he stay _calm_?!

"I could open this door. Would you like that?" he hit the door softer, yes, yes he would, "Thought you might. But you and me has got to come to an arrangement, savvy?" he tapped the door again, "Now, you stand well back," he stumbled back to the wall, waiting, he _hated _waiting! "Do you hear me? I don't mean no harm to ya. But you try anything funny and I'll leave you here to rot. Is that understood?" he knocked the chains against the pipe twice, "Right."

He would have cried if he could when Jenny finally came into view, opening the door, gaping at him, clearly either not expecting him to have been trapped behind a simple locked door or for him to be a victim of the Crimson Horror…or both, it could be both.

"Doctor?" she gasped, running to him, taking in his red skin, much like the bodies her and her mistress had probably found.

He reached towards her with a groan, lunging awkwardly, as she grabbed him.

"What's happened to you?!"

He grunted and looked down at a pile of his clothes lying on the floor in the corner.

"Can't you speak?" she frowned as he grunted, she reached up and tapped his face, hearing a hard sound, like wood, "Doctor…where's the Professor?" she asked.

He let out a pained noise and she knew what that meant.

"Right," she nodded, grabbing his wrists and pulling out her tools, "We're getting out of here."

He heaved with relief as Jenny made quick work of the shackles, getting them off and grabbing his clothes for him, helping to lead him, struggling, into the hall, making their escape. He was stiff, unable to bend anything as they moved.

"Come on!" Jenny insisted quietly as they passed the lift, hearing it coming up, "Come on!" she dragged him a bit, hurrying him despite his hisses of pain.

She glanced back to see Ada step out of the lift and got the Doctor through a door before she could hear them. She led him down a small hall, stopping to stare, wide eyed, through a large window, watching as six people were suspended from a rack and dipped into the large vats of red liquid.

"Oh my God," Jenny looked at the Doctor, guessing just what had been done to him, "Is that what happened to you and the Professor?"

He let out another pained grunt and she realized, he didn't know what might have happened to the Time Lady.

He managed to lift his arm, pointing down the hall and she helped him in that direction, to a set of booths set into the wall, metal ones with a small porthole in the front, small bars across it, a red glow within.

He reached out both arms, trying to grab the handle, but was unable to.

"What is it? You want to go there?"

He groaned louder, wishing Jenny was the Professor so that she could hear him in her mind or even just understand him better. The Professor hardly ever needed to read his mind or see him move to know what he was thinking, hell half the time she got it at a glance.

Jenny quickly opened the door and helped him in, handing him his clothes. He winced, reaching into his coat pocket for the sonic and flipped it on. Jenny shut the door and quickly ducked between two booths as Gillyflower's henchmen walked past the hall. She frowned, hearing a strange nose and whirring, seeing the green light through the bars instead of red.

She jumped back as the Doctor burst through the door, flesh colored and soft, healthy again, dressed in his outfit, "Ah! Missed me?"

"Doctor!" she grinned.

"No time!" he shouted, grabbing her hand and rushing out of the hall, using the sonic to guide him.

"Where are we going?!" Jenny called.

"Come on," he breathed, "Come one, come on Proffy," he muttered, "Let me find you! Ah ha!" he cheered as the sonic beeped…and then he was really off.

Jenny could barely keep up as she followed the Doctor through the halls of the factory, down and down and down more and more stairs…till she grimaced, smelling salt water, the river. She didn't care much for that smell.

"Professor!" he shouted, trying to find her, the light from the sonic the only one, it was dark, there was a tunnel running from under the factory, helping them remove waste and what not. Gave them easy access to dump bodies too it seemed.

"Professor!" Jenny tried to help.

"Shh!" the Doctor hissed, the two of them falling quiet.

And then they heard it, two sounds, the first being a high-pitched yowling the Doctor recognized as being Aeon, and another…one that broke his hearts…a sound that was a cross between a groan and a wounded scream, both echoing from down the tunnel to the right.

"Professor!" he bolted, following the sound to the very end of the tunnel, where the bodies were dumped…only to see a blur of white, red, and orange at the end. Someone in a white dress, torn and stained with dirt, was clinging to the side of the tunnel, barely on it enough to not get swept away by the canal stream, strawberry blonde hair sticking out against the red of her skin, a small ball of sopping wet fur beside her, hopping around, frantic, clearly Aeon had wanted to get help but not wanted to leave his mistress alone, not having enough space to transform to his full height or the ability to get close enough for her to reach him without slipping into the canal entirely.

"Professor!" he ran to her side, kneeling down, carefully helping her up, knowing how painful the touch of another person could be in that condition.

The Professor winced as he tried to move her, making him flinch at how she pulled away from him, knowing it wasn't her choice but a reaction from the poison.

"I'm sorry," he breathed, tugging Aeon away even as the kitten struggled to get closer to her, to nudge her and see if she was ok, handing him off to Jenny to hold, the woman pulling out a hanky to try and dry the feline, "I'm so sorry…"

He realized what must have happened. She'd been 'disposed of' as a reject but, judging by her wet clothes, had managed to swim back or at least cling to the edge of the canal's walls and work her way back, not about to let herself be killed, oh no, she was a fighter.

"I'm sorry," he said again, but for a different reason as he quickly scooped her into his arms, ignoring her terrible cry of pain, though it broke his hearts and brought tears to his eyes to know he was partially the cause of her in pain.

"Jenny!" he called, "Get the doors!" and ran back the way they came, back through the factory, the Doctor seeming to be on a warpath and lucky none of the henchmen were around, till they reached the booths again. He gently placed the Professor on her feet, guiding her into the booth. He kissed her softly, her mouth, unlike his had been partially frozen shut, before he pulled a bundle of black and red out of his pockets and placed them in his arms, he'd spotted her dress, wet, stuck to a sharp edge at the end of the canal, it saved from the current as well.

"It'll be ok," he promised her, crossing his hearts as he closed the door and flashed the sonic at it.

He waited as long as he could stand before rushing forward and opening the doors…the Professor leaping at him, throwing her arms around his neck as she kissed him deeply, Jenny's eyes widening as they didn't bother to stop even as the Doctor stumbled back into the wall behind them from the force of the launch, the Professor not caring as she clung to him, kissing him hungrily.

Jenny looked down at Aeon and covered the kitten's eyes, no need for the innocent little creature to see _that_.

"Hate you," the Professor murmured against his lips.

"No you bloody don't," he gasped back, kissing her soundly again, before grinning widely as he pulled away, "You've no idea how good that feels!" he told her, moving back to kiss her again.

"If you think THAT feels good," he Professor smirked, "Wait till tonight."

"Professor!" he blushed as Jenny laughed quietly, "Right! Mrs. Gillyflower! We've got to stop her!"

"Wait!" the Professor pulled him back as he started to run for the door, "Where's Clara?"

"Right, yes need to find Clara!" he agreed, and they were off, Aeon jumping out of Jenny's hold to follow them.

"Clara?" Jenny frowned, "Doctor, Professor, wait!"

"Can't. Clara. Got to find!"

"What happened to you? How long have you been like that?"

"About 5 days, 3 hours, and 49 minutes," the Professor called back as they continued on, Jenny running after them.

~8~

"Poor Edmund," the Professor sighed as the Doctor finished recounting to Jenny what had happened as they walked down the halls of the factory.

"Must have come looking for us," the Doctor reasoned, "And then fallen into a vat of the pure venom."

"Or was pushed," the Professor commented as they looked out a window, into the factory.

"Didn't stand a chance."

"What _is_ that stuff, though?" Jenny asked, eyeing a vat.

"Deadly poison," the Professor answered, watching the Doctor flash the sonic around, "Mrs. Gillyflower's dipping her 'Pilgrims' in a diluted form to protect them. Preserve them."

"Process didn't work on us," the Doctor added, "Maybe because we're not human. We ended up on the reject pile."

"Preserve them against what?" Jenny frowned.

"Well, according to her, the coming apocalypse!" he whistled and spun his finger at the side of his head indicating he thought he woman mad.

"'When the End of Days is come and judgment rains down upon us all...'" Jenny murmured.

"What?" the Professor eyed her.

"Nothing."

"No what did you say?"

"Something Mrs. Gillyflower said. One of her sermons. Madame will come looking for me. We'd best get on."

"Yes!" the Doctor agreed, taking the Professor's hand, "Clara, got to find Clara!" and pulled her off with Aeon.

"But, Doctor, Professor…Clara's dead. Isn't she?"

The Professor glanced back at her and smiled, "It's complicated."

~8~

Jenny frowned as she walked along with the Time Lords in the courtyard of the factory's homes, Aeon back in the Professor's bag, the two running into doors on either end, searching for Clara, having explained who she was, at least at the moment, "Are we talking about the same person? About that Clara?"

"Couldn't see much from where I was, but I think she survived the process," the Doctor remarked, the moments just after he'd been coated were fuzzy from his pain and fear for the Professor.

"She must be here somewhere then," the Professor reasoned as they crisscrossed in looking through the houses.

"But Clara _died_," Jenny reminded them, "The Ice Lady..."

"Jenny, it really IS very complicated," the Professor patted her on the arm as they crisscrossed again.

"Found her!" the Doctor shouted at the next house.

They ran over to see Clara sitting primly in a bell jar with a man standing at her side, frozen. The Doctor and Professor looked at each other as Jenny gasped, seeing _Clara_, alive again, before the Professor turned and grabbed a chair.

"Hold on!" the Doctor shouted, holding the sonic out, "I've got the sonic!"

"And I've got a chair!" she countered, throwing it at the glass, shattering it, "Now come on!" she ran over to Clara and started to lift her up, the Doctor rushing to help.

~8~

The Doctor was peering through the bars of the booth, Aeon sitting on the floor behind them, ready and tense should anyone interrupt his mistress as she soniced around the booth to reset it to human use, "Can she be revived, like you were?" Jenny asked them.

"I hope so," the Doctor murmured.

"She should be," the Professor nodded.

Jenny looked over to see some of the henchmen enter the hall and tapped them on the shoulders as Aeon hissed at them, "Doctor…Professor…"

The Doctor turned, "Oh, great," he huffed, "Great. Attack of the supermodels. Well, I suppose not really supermodels," he glanced at the Professor and winked at her, "YOU'RE not over there. Really, you in that dress…" he shook his head, looking her over appreciatively.

The Professor smiled at him for that, but turned to eye the other humans as they pulled out a few bats and weapons.

"Time for a plan," the Professor smirked, "Aeon…" she began, they'd managed to train Aeon up just a bit where he wouldn't transform around humans unless directly commanded, aliens would be more accepting of a kitten transforming into a tiger, but humans…not so much, and it was better to use his morphing when the situation really called for a shock than to lose that too early.

"No!" Jenny cheered, excited, "Professor, this one's on me!" she quickly pulled off her bonnet and tore her dress open to reveal a Victorian styled cat suit under it. The Doctor quickly covered his eyes and only peeked them open when he heard a grunt, to see Jenny toss one of the men who had run at her over her shoulder. He looked suspiciously between her and the Professor to see the Time Lady watching intently as a second man attacked and Jenny jabbed him in the face with her elbow, taking out a third in the stomach the same way.

"Well done," the Professor nodded as Aeon ran over to Jenny and pawed at her boots, purring happily at seeing someone else defending his master and mistress too, "You've been practicing."

"I had a good teacher," Jenny winked at the Professor, picking up Aeon to pet him as he nuzzled to her.

"You taught her how to fight?" the Doctor looked at her.

"YOU were too easy to beat," she countered, "Another woman wouldn't be afraid of hitting me or not getting kissed."

"Well then…" he began, only to see the men advancing now, in a group, "Time for a new plan."

"Excellent!" the Professor turned to them, ready to fight…

Only for a blast to stream past her, nearly striking the men and women, Strax running down the halls in his armor, firing wildly as the humans ran away.

"Quickly!" Vastra ran in, "Let's go!"

"No!" the Doctor checked the booth again, Clara wasn't ready yet.

"No, ma'am!" Jenny agreed, rushing to her side with Aeon, who just tilted his head to stare at the lizard woman, "We're not escaping! We've got to help the Doctor and Professor with Clara!"

Vastra looked at the duo, more so the Doctor, as if to say 'what _did_ you _do_!?'

"Long story," the Doctor waved her off.

"What now, Ma'am?" Strax reported back to the Professor, ignoring Vastra who raised an eyebrow at that, "We could lay mimetic cluster mines…"

"Strax…" the Professor began.

"Or dig trenches and fill them with acid."

"Strax."

"Or herd them into a secure location and release flesh-eating insects…"

"Strax!" she finally managed to get in, before looking at Vastra, "Is he _always_ like this?"

She didn't quite remember Sontarans being quite this…excited…

"He's overexcited," Vastra sighed, glancing at Strax, "Have you been eating Miss Jenny's sherbet fancies again?"

Strax blinked, "…no…"

"Strax?" the Professor crossed her arms, giving him a look, "I will be very disappointed if you're lying to me."

Strax hung his head as much as he could with no neck, "Yes."

The Professor huffed, "I wish you hadn't fired at them," she told the potato, "I was looking forward to a fight."

Strax grinned, straightening as he saluted her, "May I offer my assistance?!" he beamed at her, sounding positively eager to fight her, despite knowing he would undoubtedly lose…something Sontarans NEVER did.

But this was _the Professor_! To lose to her in battle would be _the greatest_ honor!

She blinked, "No, no," she sighed, pouting, as she looked at the Doctor who was watching her, amused, "I wanted to stop them."

He just grinned, "You wouldn't have had to fight them though."

"Oh?"

He reached out and took her hand, tugging her closer, "All you'd have to do is just stand there and be your beautiful self and their hearts would stop," he leaned in, his nose brushing hers, "Like mine do every time you smile at me."

She took his hand, holding the back of it to the center of her chest, letting him feel how her hearts were racing, "My do quite the opposite whenever you look at me," she whispered to him, "They race faster than anything, faster than YOU."

"Good," he kissed her softly, loving how HE was the only one who seemed to have that affect on her, "You know," he added as he pulled away, resting his forehead to hers, "Singing works too," he tapped her nose, "When you sing I just…melt."

"Well then," she smirked, "I think that's earned you a _private_ concert later, hasn't it?"

He grinned widely, about to kiss her again when…

"Strax!" Vastra shouted as something roared.

"Bloody hell!" Jenny gasped.

They looked over to see Vastra snatching Strax's gun from him as the Sontaran seemed about to try and sneak up on the Doctor and bash him in the head with it, Aeon, now in his tiger form, standing protectively before them, growling at Strax, seeming about to attack him should the potato take a step closer to his master.

"But he's…and she's…" Strax tried to explain, it was a new objective of the Sontarans to free the Professor from the Doctor's hold, despite knowing nothing in the Universe could hold the Professor at bay.

"Were you just about to attack the Doctor?" the Professor asked him, walking over to stand before him, crossing her arms, "Answer me Strax."

This really was getting quite ridiculous.

"Yes ma'am," Strax straightened, "For the glory of Sontar we have sworn to release you from the Doctor's control!"

The Professor blinked.

"I think you've got that a bit mixed up Straxy," the Doctor laughed, walking over and draping his arm around the Professor's shoulders, "If anyone's under another's control it's me under hers," he nuzzled the Professor's temple a moment, "And I most certainly do NOT want to be relased from it," he whispered in her ear, making her smile.

She looked at Strax though, ready to end this, "Tell your fellow Sontarans that if they EVER attack the Doctor, if they EVER try to take him away from me, in anyway…there will be hell to pay," she looked the Sontaran in the eye, "You do _anything_ to threaten my Bonded, my husband, and I will declare war on Sontar and the Sontarans. Is that understood?"

Vastra and Jenny looked over, Jenny just a bit behind Vastra as the tiger was rather ferocious looking, to see that Strax actually looked…afraid…very afraid really, he's paled to a tan brown color instead of his earthy brown.

"Understood ma'am," Strax said, Jenny frowning as she heard a tremor in the soldier's voice.

"Good," the Professor nodded.

"Go outside and wait for me until I call for you," Vastra ordered Strax, seeing him more subdued, handing him back his gun.

"I only take orders from the most superior officer," Strax stated, and he was back.

The Professor rolled her eyes, "Go outside and wait for us until we call for you."

"But Ma'am..." he nearly whined.

"Strax."

He huffed, "I'm going to go and play with my grenades," before leaving.

"I don't get it," Jenny shook her head, watching as the tiger morphed into the kitten, into Aeon again.

"Keroberos," the Professor shrugged, scooping up Aeon and petting him to reassure him, "They do that when they sense danger."

"No, not that," Jenny corrected, she'd worked that out a bit, "I meant…why's Strax so afraid of going to war with you? Isn't that what they do? Sontarans?"

"I must agree," Vastra nodded, "Sontarnas are famous for the wars they wage, would they not love the chance to fight one against you?"

The Professor sighed and rubbed her head, seeing the Doctor examining the booth to check on Clara, "There is a rather large difference between fighting IN a war and declaring war Vastra, the Universe has yet to see ME truly declare war."

"Isn't that the same thing though?" Jenny asked, "You have to declare a war to fight a war."

"During the Time War," the Professor began, looking more at Aeon as she pet him than them, not really wanting to talk about it, "What I did, the things I did, were when I still had someone to report back to, someone ordering me to do it, giving me clearance to do it. That all happened when someone had some semblance of control over me. Now though," she shook her head, "There's only ONE person who can do that, stop me, control me."

Vastra and Jenny looked back at the Doctor, knowing that he was who she meant, though he didn't seem to have heard her.

"Take him away from me…" the Professor looked at them, "I know exactly what I'd do to get him back."

"What?" Jenny asked.

"Anything," she said instantly, "And I wouldn't stop, I wouldn't hesitate, I would do literally_ anything_ to get him back. Strax realizes that, I will do anything to protect him. Me, declaring war against anyone, with what I know of warfare, what I'm capable of…what I could do with no one to stop me…not even the Sontarans would want to face that."

"Ok," the Doctor called, unknowingly interrupting a very tense moment, flashing the booth with the sonic as he grinned, "I think she's about done…" he opened it, to reveal Clara to Vastra as she stared.

"We know who you think she is, but she isn't," the Professor told the lizard, happy to leave that last topic in the past, where it ought to stay.

The Doctor nodded, "She can't be."

"I was right, then," Vastra smiled, "You and Clara have unfinished business."

Clara fell forward and the Time Lords rushed to catch her, "Hello, stranger," the Doctor laughed as Clara blearily woke.

"Doctor?" she blinked at him, "Professor?"

"Hello," the Professor waved, placing Aeon back in her bag.

…and then she caught sight of Vastra and Jenny, "Hi," she gave them a wave before whispering, "What's going on?"

"Haven't you heard?" the Doctor put his accent back on, "There's trouble at t'mill!"

"Don't mind Vastra," the Professor added, "She's a lizard woman."

"Come on," the Doctor took the Professor's hand and they were off down the halls.

"My people once ruled this world," Vastra began, "As well you know. But we did _not _rule it alone. Just as humanity fights a daily battle against nature, so did we. And our greatest plague, the most virulent enemy, was the repulsive red leech."

"That's what it was!" the Professor snapped her fingers and pointed at Vastra, "The poison!"

"The repulsive red leech!" the Doctor pressed the call button for the lift, "Nah. On balance, I think I prefer the Crimson Horror. What was it exactly?"

"A tiny parasite," Vastra explained, "It infected our drinking water. And once in our systems, it secreted a fatal poison."

"If it's been hanging around, lurking in the shadows, maybe it's evolved."

"Or maybe it's had help," the Professor remarked, thinking of when she'd seen Gillyflower patting her chest, swearing she saw a lump on it.

"I've been thinking, the chimney..." Clara began, thinking of the chimney of the factory, it was so big…but there was something off about it.

"Yeah, yeah, yeah," the Doctor waved her off, "Way past that now! Yucky red parasite from the time of the dinosaurs pitches up in Victorian Yorkshire. Didn't see that one coming!"

"Yeah, but the chimney..."

"But what's the connection to Mrs. Gillyflower?" the Doctor muttered.

""Judgment will rain down on us all..."" the Professor remarked.

"A chimney that doesn't blow smoke!" Clara cut in.

"Clever clogs!" the Doctor smiled at her.

"Well done Clara," the Professor beamed.

Clara smiled widely at the praise, "I just did what you said, used my eyes and noticed everything," she nudged the Professor.

"Oh brilliant!" the Professor laughed, hugging her as the lift arrived and they got in.

~8~

The Doctor, Professor, Clara, Jenny, and Vastra hid behind a few crates on the factory floor, Aeon sitting on one, well, lying flat on one, pressing himself down so as to be sneaky and not to be noticed.

"She's going to poison the air," the Professor murmured.

"How?" Jenny asked.

They watched as one of the men pulled a lever and two doors opened to reveal a rather large rocket.

"With that, I should think," Clara remarked.

Two more men walked over to a cloth-covered object and pulled it off, revealing a large round flask of the venom.

"And there's the poison," the Doctor nodded, "Alright, gang, I've got a plan."

The Professor blinked and looked at him, reaching out to put a hand to his head, feeling it for a fever, "Are you feeling alright dear?" she had to ask, "YOU have a plan? _You_?"

He grinned and took her hand off his head, kissing the palm of it, "It appears you've rubbed off on me."

"It's only fair," she shrugged, "You've certainly _rubbed_ off on me."

He started to blush, "Professor!"

"What?" she asked with an innocent look in her eye that really wasn't all that innocent, "I meant how I've gotten a bit slow," she smirked, "Why? What were YOU thinking of?"

"I…um…we…" he gave up and just grabbed her hand, standing up…only to knock over a pipe in the process and duck back down.

"Shh!" the Doctor quickly put a finger to his lips, "Ok."

They, slowly, stood again and made their way out of the room, to the hallway, Aeon hopping off the crate to follow them.

The Professor frowned, looking down when she saw Aeon squirming a bit, his ears twitching and nodded, hearing it too, "Do you hear that?"

"Hear what?" Clara asked, she couldn't hear much with the sounds of the factory.

"It sounds like someone's crying," she looked at the Doctor.

"Let's go," he nodded, heading off down the hall with her, Aeon leading the way, having a much better sense where the crying was coming from, the small group reaching the hall that the room he'd been kept in before was, only to see Ada sitting in the corner on a crate, upset, crying.

They opened the door and Ada gasped, looking over, "Who's that? Who is there?"

Aeon scampered right over to her, brushing himself against her leg, signaling to the Time Lords that, despite who her mother was, SHE wasn't a threat. Ada looked down with her unseeing eyes and gingerly reached out, feeling for the thing against her leg, finding Aeon and picking him up to her lap, the kitten pawing at her as he tried to climb up her a bit, licking at her chin, trying to cheer her up.

The Professor smiled at that, reaching out to put a hand on the Doctor's shoulder and nodded. He moved before Ada, kneeling down, the Professor on his left, as he took the woman's hand and placed it on his face, letting her feel his face to recognize him.

"You," she breathed, "It's you! My monster."

"My husband," the Professor corrected lightly, putting her hand on Ada's, startling her, gently taking it from the Doctor's face, but holding it, squeezing it, "Thank you for helping him."

"Yes," the Doctor nodded, "I'm alive thanks to you, Ada. You saved me from your mother's human rubbish tip," he didn't blame her for not saving the Professor, he didn't think, not that he could be sure, that Ada had been a part of disposing the women, the Professor's memories seemed to indicate that it was only men doing that, "Now, what's wrong?"

"She does not want me, monster!" Ada wept, "I am not to be chosen. Perhaps it was my own sin, the blackness in my heart that my father saw in me."

"Ada, no. That's _nonsense_. Stupid, backwards nonsense, and you know it!"

The Professor frowned, reaching out a gentle hand to touch the scars along Ada's eyes.

'_What is it?_' the Doctor looked at her.

"What is it?" Clara asked, unconsciously repeating the question the Doctor had asked her silently.

"Who is that?" Ada looked up, startled.

"I'm..." Clara moved to kneel on the other side of the Doctor, "I'm a friend, a friend of theirs."

"Then you are fortunate, indeed. It isn't good to be alone."

'_What is it?_' the Doctor repeated as Clara and Ada spoke.

'_Her scars…_' the Professor frowned, '_They're too…perfect and straight and even to be an accident,_' she sighed and rubbed her forehead, '_Someone did this to her alright but not in an attack…Theta…she was experimented on._'

He looked at Ada, alarmed, seeing the same thing, the angle of the scars, the thickness, the pattern…and he felt sick, because the _only _one who had access to Ada was Mr. Sweet or her mother.

"Ada," the Professor cut in, "We need you tell us something, who is Mr. Sweet?"

"Oh, dear…" she looked away.

"Please," the Doctor tried, "Tell us."

"I cannot!" she struggled, "Even now, I cannot! I cannot betray mama."

The Professor sighed, "Well, come with us, then," and stood, gently guiding Ada up as well, allowing the woman to continue to hold Aeon, "There's something you need to know and only one person you'll believe it from."

~8~

The Doctor and Professor shoved open the door to Mrs. Gillyflower's private rooms and strode in, Aeon striding with them, looking as threatening as a kitten could, Clara following them as the old woman turned around and chuckled.

"You do seem to keep turning up like a bad penny," she remarked, walking towards them, away from a control panel behind her, far too technologically advanced for the time period.

"Force of habit," the Doctor shrugged.

"Streak of luck," the Professor agreed.

"Can I offer you something?" the woman smiled, "Tea? Seed cake? A glass of Amontillado?"

"No, thanks."

"We've had a skinful already, as you might say," the Doctor added.

"Ha!" Mrs. Gillyflower laughed, "Very funny."

"I'm the Doctor, she's the Professor, you're nuts, and we're going to stop you."

"I'm afraid Mr. Sweet and I cannot allow that."

The Professor scoffed, "As though he could stop us."

"You'd do well not to underestimate his genius."

"And you' do well not to underestimate our determination to protect this planet," the Professor shot back.

"Would it be impolite to ask why you and Mr. Sweet are petrifying your workforce with diluted  
prehistoric leech venom?" the Doctor cut in, taking the Professor's hand and absently playing with her fingers, calming her, knowing she wasn't pleased, not only with what the woman had done to him, oh she was murderous about that, but also for how she had petrified Clara as well.

"So when do we get to meet him, this silent partner of yours?" Clara eyed the woman, "Why's he so shy?"

"He's not shy," the Professor cut in as the woman went to answer, "He's right here," she strode over to Mrs. Gillyflower and ripped the top part of her gown down to reveal a large red leech latched onto the top of her chest, "Parasitic."

Mrs. Gillyflower smiled as 'Mr. Sweet' turned his head to reveal a round mouth full of sharp teeth, Aeon hissing at the sight. Mrs. Gillyflower patted the leech's head as she moved to a side sofa and took a bowl of sugar, feeding it to him.

"Doctor, Professor," Clara grimaced, "What _is_ it?"

"A survivor!" Mrs. Gillyflower cut in this time, "He has grown fat on the filth humanity has pumped into the rivers. That's where I found him."

"Very enterprising," the Doctor remarked dryly.

"His needs are simple. And in return, he gives me his nectar."

"You have no idea what you're dealing with," the Professor shook her head.

"In the wrong hands, that venom could wipe out all life on this planet!" the Doctor agreed.

Mrs. Gillyflower held up her hands, "Do you know what these are? The wrong hands!" she laughed and got up, walking over to the control panel and pulling a lever, the lights on the chimneys turning on in the factory, visible from the window.

"Planning a little fireworks party, are we?"

"You've forced me to advance the Great Work somewhat. But my colossal scheme remains as it was. My rocket will explode high in the atmosphere, raining down Mr. Sweet's beneficence onto all humanity."

"And wiping us all out!" Clara cried, "You can't!" she made to stop the woman but the Professor pulled her back, shaking her head.

"My new Adam and Eves will sleep for but a few months before stepping out into a golden dawn," she clapped, sighing as she thought on it, "Is it not beautiful?"

The Professor turned to her, "Tell us about Ada, Mrs. Gillyflower."

Mrs. Gillyflower blinked, startled by the change in topic, "What?"

"Your daughter," the Doctor moved to sit on the sofa, the Professor moving to take the arm of it, reaching down to lift up Aeon onto her lap as he nuzzled her leg, "You _do_ remember your daughter? Tell us about your daughter."

"How can you speak of such trivia when my hour is at hand? The child is of no consequence."

The Professor scoffed, "Is that why you experimented on her?"

"Experimented?" Clara frowned at her.

She nodded, "The signs are all there. The pattern of scarring," she looked at Mrs. Gillyflower, "I recognize intentional scars when I see one."

The Academics, their hair had been shaved, all of them, to allow the Surgeons better access to their brains when they cut into them. It left the scars visible. Thankfully, scars which had disappeared upon regeneration but the damage to their brains had remained. Their brains were the only things that didn't fully heal when regenerating, their minds had to remain as they were to maintain their memories.

"You used her as a guinea pig, didn't you?" the Doctor glared at the woman, squeezing the Professor's hand.

"God!" Clara grimaced, disgusted.

"Sometimes, sacrifices must be made," Mrs. Gillyflower shrugged.

"Sacrifices?" the Professor stood, Aeon hopping into the Doctor's lap at the sudden move, "She's your _daughter_!"

She couldn't understand it.

She and the Doctor wanted a child _so badly_, and here was this woman, who HAD a daughter…and she was treating her like garbage. A child was meant to be cherished!

If she ever had a child, it would be the most treasured thing in her life, along with the Doctor and the TARDIS. She hadn't had the best family on Gallifrey, her mother, her father, her cousin…that was really it. She had told little Amelia that she hadn't had any aunts or uncles, that her parents were only children, and it was true. But her grandparents had had siblings, and their children had children. On Gallifrey, they lived so long that children were rare, they were supposed to be treasured. In the families, any child in your family line who was not your sibling but close enough in age to you was deemed and titled as your cousin. There were no once-removed or second-cousins, just…your cousin. That had been Mayra, in a way, the closest thing she had to a sibling, to family, and even then…Mayra had taken things away from her as well, she'd taken the Doctor away from her for a time.

She just…she wanted the chance to be a part of a family again, a loving and genuine family. No matter how at home she'd felt with the Doctor's family when she would visit them on holidays, she wasn't _really_ a member of their family. And she wanted that, she wanted a family, a family that was really and truly hers, with him.

And here this woman, she had that, she had a family in Ada, and she was forsaking all that for a leech!

"It was necessary!" Mrs. Gillyflower snapped, "I had to find out how much of the venom would produce an anti-toxin. To immunize myself! Don't you see? It was necessary!"

"Mama?" a quiet voice called from behind them, Ada standing in the doorway, having heard _everything_, "Is it...is it true?"

"Ada…"

"It _is_," she breathed, her voice shaking, "It's true. True."

"Ada, listen to me…" she took a step towards her daughter.

But Ada advanced angrily at her, "You hag! You perfidious _hag_! You virago! You harpy! All these years, I have helped you, _served _you. Looked out for you. Does it count for _nothing_? Nothing at all?" she lifted her cane and began to hit her mother with it.

"Stop, stop!"

Ada stumbled back, crying, as Mrs. Gillyflower leaned heavily against a door at the side of the room.

"We should probably stop that," the Professor whispered to the Doctor as the control panel began to hum, now that Mrs. Gillyflower wasn't able to stop them.

The Doctor grabbed his sonic…but Clara picked up a chair, "Hang on, I've got the sonic screwdriver!"

"Yeah?" Clara paused, the chair over her head, "I've got a chair!" and threw it at the controls, destroying them, sending sparks flying everywhere.

"Well done," the Professor smiled as the Doctor looked between her and Clara suspiciously, it really was quite odd how alike the two women were, they'd both used a chair to save people in quite a short time.

"No!" Mrs. Gillyflower cried as the controls shut down.

The Doctor just smirked at her, "I'm afraid your rocket isn't going anywhere, Mrs. G," he slipped the sonic back into his pocket.

Mrs. Gillyflower looked over as Ada turned away from her, "Please, come to me, Ada. My child," she reached out as Ada cautiously moved towards her, crying, just wanting comfort, till her mother hugged her, "You have always been so very..." and put a revolver to her head, "Useful!"

"No, Mrs. Gillyflower!" the Doctor shouted as Ada gasped, Aeon transforming into a tiger and snarling at the woman, though she seemed unaffected, knowing the tiger wouldn't dare attack with Ada before her

"Please, mama," Ada wept, "No more. No more."

"And now, if you'll please forgive us," Mrs. Gillyflower smirked, "We must be going. It is long past Ada's bedtime!" she started to back out of the room, using Ada as a shield from the Professor's drawn blaster.

Clara ran after them but the door shut and locked before she could get there, "Clara," the Professor moved over to her, tugging her away, "If we follow straight after her, she'll shoot Ada on the spot."

"She wouldn't!" Clara gasped.

"She really would."

The Doctor looked around and grabbed another chair, holding it over his head for a moment before he looked at the girls, "Chairs are useful!" he smiled as they nodded…before he charged at the window, throwing the chair through it, smashing the glass.

~8~

The trio ran through the factory's base, Aeon the tiger beside them, into the factory floor to the base of the rocket, looking up it before they made for the stairs, able to hear Ada crying out halfway up. They made it to her just in time to see Mrs. Gillyflower working on a power box.

"Just let her go, Mrs. Gillyflower," the Doctor called as the woman turned her gun on Ada, "Let Ada go!"

"Secondary firing mechanism, Doctor!" the woman smirked, nodding at the box, "Mr. Sweet and I are too smart for you, after all."

"Maybe," the Professor nodded, "But not quite as smart as _me_," she aimed her blaster, "Make your choice Mrs. Gillyflower, you block yourself with Ada, I fire at the box, you block the box, I fire at you. Either way you won't be touching those controls…unless you give Ada back to us."

Clara looked at her, alarmed that she'd be willing to let the woman launch the rocket and doom the entire Earth for Ada.

"Just let your daughter go, Mrs. Gillyflower," the Doctor nodded.

Mrs. Gillyflower's lips pursed but she shoved Ada forward, the girl tripping and falling down the stairs to the landing in the corner.

"Shoot, if you wish, mama," Ada called up to her, "It is of no matter, for you killed me a long time ago!"

The Doctor started forward but Mrs. Gillyflower fired at him, making them duck before shooting them again as they went to help Ada. Smirking when she saw the Professor keeping back and opened the box, "I'll labor night and day to be a pilgrim!" she sang, pulling the lever.

Clara looked over at the Professor, stunned, when the rocket powered up, why wasn't she firing at the woman, stopping her?!

The Doctor looked over from helping Ada up as the rocket took off, flying into the sky.

"Now, Mr. Sweet, now the whole world will taste your lethal kiss!" the old woman cheered.

"Oh, I don't think so, Mrs. Gillyflower," the Professor smirked.

The Doctor snapped his fingers and pointed up as Vastra and Jenny appeared on a higher landing, the vial of venom in between them.

"Very well, then," Mrs. Gillyflower spat, "If I can't take the world with me, you will have to do. Die, you freaks! Die! Die!" she aimed her gun up…only for a blast to streak past her and strike the gun, knocking it down.

The Professor smiled and blew on the end of her blaster.

"Put down your weapon, human female!" Strax called from the top of the chimney, seeing the woman making for the fallen weapon.

Mrs. Gillyflower ignored him, dashing for it and firing up at him…only for him to fire in return. She lost her balance and fell back, all the way down, to the factory floor, landing with a terrible crunch.

"Ouch!" the Doctor winced as they slowly made their way down the stairs, Clara helping Ada down as the Professor picked up Aeon, now turned back to a kitten at seeing Mrs. Gillyflower taken care of.

They watched as the leech unlatched itself from Mrs. Gillyflower and began to crawl away from her, the woman gasping after it, "No...no! Mr. Sweet? Where are you going? You can't leave me now, Mr. Sweet!"

"What's it doing?" Clara whispered to the Time Lords as Ada continued to make her way down the rest of the stairs herself.

"It knows she's dying," the Doctor shrugged.

"She's no longer any use to it," the Professor said sadly, watching the leech just keep crawling.

"Mr. Sweet!" Mrs. Gillyflower reached for him only to see Ada had reached the bottom of the stairs and was tapping around with her cane, "Ada? Ada. Are you there?"

Ada took a breath and moved to kneel beside her mother, "I'm here, mama."

"Forgive me, my child. Forgive me."

Ada shook her head, "Never."

Her mother smiled up at her, "That's...my…girl…" she breathed, before her head lulled to the side.

They looked up suddenly, hearing an explosion to see the rocket had blown up, as scheduled, but with no venom inside it. The Doctor whistled as he watched it happen before they looked back down at the leech.

"What will you do with that thing?" Jenny called as she and Vastra started to head down as well.

"Take it back to the Jurassic era, maybe," the Doctor supplied, moving his arm around the Professor's waist as she leaned on him, Aeon cuddling into her arms, curling up, having had a rather stressful last few days, "Out of harm's way."

Ada stood, making her way across the floor…till her cane landed on the leech and she started beating it with the cane, smashing it into pieces.

"Or we could do that," the Professor remarked.

~8~

The Time Lords and Clara headed for the TARDIS, Aeon asleep in the Professor's bag, really tuckered out, as Jenny, Vastra, Strax, and Ada stood around the box to say goodbye.

"Right, London," the Doctor was saying, "We were heading for London, weren't we?"

"Was there any particular reason?" Clara asked them, they had, well, the Doctor had, been rather adamant about London.

"No," the Doctor said quickly, a bit too quickly, "No."

"We just thought you might like it," the Professor told her.

"Yeah," Clara shook her head, "Maybe had enough Victorian values for a bit," before she turned to head into the TARDIS.

"You're the boss," the Doctor shrugged.

Clara popped her head out, a little smirk on her face, "Am I?"

"Is she?" the Professor raised an eyebrow at that.

The Doctor blinked and looked between them, before pointing at Clara, "No. No...get in."

The Professor laughed and took her bag off, "Here Clara, could you put him on one of the chairs?" she asked, handing Aeon to Clara, that kitten had seemed to develop a love of the chairs by the console, he was always curled up on them.

"Sure," she smiled, taking Aeon and heading in.

The Professor turned and kissed the Doctor's cheek for implying SHE was the boss, and they walked over to Ada.

"Now, Ada, we'd love to stay and clear up the mess, but..." the Doctor began.

"I know, dear monster," she cut in gently, "You have things to do with your wife."

"That he does," the Professor smirked, making him blush, "But what about you?"

"Oh, there are many things a bright young lady can do to occupy her time. It's time I stepped out of the darkness and into the light."

The Doctor smiled at that, "Good luck, Ada. You know, I think you'll be just..." he squeezed her shoulder, "Splendid," before he took the Professor's hand and led her over to Vastra, Strax, and Jenny, "Well, thanks a million, you three, as ever. Have some Pontefract cakes on me. I love Pontefract cakes!" he turned to the Professor, faking a fencing move, till she poked him in the stomach with a finger in a single move, "See you around, eh? We shouldn't wonder."

"Doctor, Professor," Jenny called as they turned to head back to the TARDIS, "That girl, Clara," they stopped and faced her, "You haven't explained."

"No," the Professor smiled, "We haven't, have we?"

She tugged the Doctor off to the TARDIS, stepping in as he paused, "Ah, look at the muck in here!" he ran a finger along the old box, "Right!" before he followed the Professor in, the TARDIS disappearing moments later.

~8~

The Doctor was standing in the bedroom, he and the Professor having dropped Clara off back home, whistling to himself as he tugged his jacket off, beginning to loosen his bow tie when he winced, hearing the door slam behind him and turned to see a VERY angry Professor standing there, still dressed for Victorian Yorkshire.

"What's wrong?" he asked her, her thoughts were such a jumble he wasn't sure why she was clearly very angry.

"What's wrong?" she scoffed, storming over to him, "What's wrong is _this_!" she pointed at her dress, "When were you going to tell me I was wearing the SAME outfit as Rose?!"

He frowned, not really sure why that was so important, "Is that a…bad thing?"

"Yes!" she shouted, now even more angry to know that he KNEW it was the same one, "It IS bad Theta, it is VERY bad!"

"Why?" he shook his head, it was just a dress!

She stared at him a moment, "You've been complimenting me this entire time about this dress!"

"Because you look beautiful in it," he said, his voice getting just a little loud as well, he could understand being shouted out about quite a few things but a dress? He really didn't know why she was getting so huffy about it.

"And now I have no idea if you were complimenting ME or complimenting me because I was in ROSE'S dress!" she threw her hands up.

"I don't understand."

"You ought to!" she poked him in the chest, repeatedly poking him as she backed him up, "I know how you felt about her Theta. I know how you felt, I could see it in your mind as it was happening, I could feel it, you loved her!"

"Kata…" he began, but she was on a roll.

"You loved her and you thought she was beautiful and now I'M wearing the SAME dress and you keep bringing it up, how I look so lovely in THIS dress, THIS dress in particular!"

"Because you do!" he cut in, his back hitting the wall, "What does it matter if it was the same dress Rose wore ONCE?!"

"It matters because now I don't know if you're seeing ME in it or remembering HER!"

"Why would I want to remember her?" he nearly spat, more angry with the fact Rose kept being brought up when he'd much rather have erased her from the TARDIS databanks than anything else, "I've been trying my hardest to FORGET her!"

"You NEVER forget your Companions," the Professor glared, "Much less the ones you LOVE!" before she turned to storm away.

"I DON'T love her!" he snapped, grabbing her arm and pulling her back, shifting their positions so SHE was the one against the wall, despite her struggling against him, but he wouldn't let her go, "I HATE her with everything I have!"

THAT got her to stop.

She blinked at him, staring, and blinked again, "What?" she breathed, that was NOT what she was expecting him to say about Rose of all people.

"I_ hate_ her Kata," he repeated, his voice still a bit loud, but much softer than before, he didn't like shouting at her.

She shook her head, "Why?" but he tried to look away, "No," she cut in, "No, Theta you are telling me, _why_."

"She said you didn't love me," he said, his voice a whisper, "In your last body, she said you were incapable of love, that you were just a soldier," he reached out and stroked her cheek, "She said such horrible things about you Kata that I just…I couldn't bear it."

"What did she say?" she asked him softly, reaching up to touch his hand, "You can tell me Theta, I'm a big girl, I can handle it."

"I don't think _I_ can," he admitted, before swallowing, "She said you were a shell, tried to belittle the Bonding, claimed you couldn't feel anything for anyone, basically implied you were no better than a murderer and then had the audacity to claim to know my feelings better than me, that I only picked you because you were a Time Lady, that I couldn't love a soldier."

"Oh."

"And she was wrong," he let out a small scoffing laugh, "I _could_ love a soldier, if that soldier was YOU. Which it was," he smiled at her.

"I doubt she was very happy about that," she started to smile, both relieved and pleased that she finally knew what had set him so against Rose and that he had defended her. And then she felt terrible for flying off the handle like that, accusing him of still loving Rose. She could feel it, even before now, how lacking his feelings for the blonde human were, but…she'd just…it hurt, to think that he only liked her outfit because it was Rose's first.

It was foolish to think that.

"I threatened to throw her out the doors while we were in flight through the Vortex."

"Really?" her eyes widened at that.

"What can I say," he gazed at her softly, "You drive me mad," he leaned in and kissed her, his hearts were racing, his blood was pumping, his mind was a whirl, every nerve ending on his body felt like it was on fire, all because of her.

He pulled her closer, winding his arms around her waist, his fingers tugging at the laces of her corset, he bloody loved that dress on her, not because of Rose, but because she wore it so much better, because it suited her, and because…

He loved that dress on her, solely because he got to take it off her.

Who knew that arguing could be so much fun? Well, he supposed the Professor did, she HAD once threatened to push him against a crate and have her wicked way with him till he begged for mercy…twice…just because he had been shouting at her, losing control as she had described it, he understood now.

She was sexy with a blaster.

She was even more so when she was shouting at him and getting all riled up.

Hmm…perhaps he should see if he could do other things to irritate her just a bit…

"Try it and I'll kill you," she murmured against his lips before pushing him to the bed.

Yes, he LOVED arguing, because making up was SO much fun!

A/N: Little bit of a fight there at the end, but I think that the Professor ending up in the same dress as Rose would set her off, especially when the Doctor realizes it but says nothing :) But yay, she finally knows what Rose said about her and why the Doctor is so cross :) Makes you wonder how 11 will treat Rose in the 50th eh? :)

I also didn't include the time the Professor was poisoned like the Doctor's, just because she was really only clinging to the side of the tunnel for the entire time and the Doctor at least had something to do :)

OMG! There are only 2(!) more chapters left! O.O And...I DID promise Jenny the daughter at one point. I suppose we'll find out tomorrow if it'll be in NIS or TNOTD ;) I can say that I'm considering a one-shot of Jenny, River, Clara, and the Professor all meeting and having a 'girl's day out' that ends up an adventure without the Doctor there, just a thought for now though :)

Oh! Quick note, I went back and did a minor edit to the Hide chapter to include references to both Carlyle the person and Carlisle the place to cover my bases (thanks to A perusing Brit for the suggestion!)


	14. Nightmare in Silver

A/N: Quick note, I usually do ~8~ to separate a scene, but since we had that 'mental landscape' part with the Doctor and the Cyberplanner, whenever that happens I'll begin the scene with a ~0~ just so you know where the scene is taking place :)

~8~

Nightmare in Silver

"The kids?" the Doctor blinked as he stared at Clara, both he and the Professor standing outside the TARDIS, Aeon sitting at their feet, staring across at the people before them. Clara was in front of them, the children, Artie and Angie, standing beside her and a bit behind, "You want to bring the kids?"

"I sort of have to," Clara sighed, "They found pictures of the three of us on the Soviet sub and in the Caliburn house," she leaned in, whispering, "They _know_…"

"Know what?" the Doctor whispered back.

"That you're time travelers," Angie cut in with a roll of her eyes, "It's not that hard to work out, it's not like Clara's got clones running around all over the place, only explanation."

The Doctor and Professor looked at each other at that, they'd considered that possibility.

"Oh there's always more than one," the Professor turned back to the children with a laugh, she did like the girl's spunk, "Quite a few of them, impossible and improbable explanations."

"But," Artie began, a bit hesitant, "You can't count the impossible ones. If you rule them out, whatever's left, the improbable stuff, that's the right answer."

The Professor smiled as she eyed him, "You ever read Sherlock Holmes?"

"Yeah," he nodded, shifting back and forth, shy.

"He reads _all_ the time," Angie remarked.

"So do I," the Professor winked, making him smile as well, "Maybe I'll show you the library later."

"So come on Doctor," Clara got them back to point, "We either take the kids somewhere, one trip, I promise, or they're gonna tell people about the TARDIS."

"The what?" the kids looked at her.

"Our ship," the Doctor said, patting the corner of the TARDIS, "It's called the TARDIS, stands for Time and Relative Dimensions in Space, can travel anywhere in space and time and…I probably should have just said it was a real phone box shouldn't I?" he looked at the Professor, his little slip not helping them convince the children that they weren't time travelers.

"Probably," she patted his shoulder.

He sighed, rubbing his forehead, "Alright, alright, yes, but just ONE trip!"

The children cheered as Clara smiled thankfully, "So where should we go?"

The Professor smiled, "Well, wherever it is, there's somewhere we have to go first."

"Where?" the Doctor looked at her with a small frown of confusion.

The Professor just smiled, "If we're going somewhere with Clara and HER kids, I think we should bring along OUR kid as well."

The Doctor grinned and took her hand, racing into the TARDIS, Aeon bounding after them, the children following, stopping just beyond the door to stare at the space beyond.

"What?!" Clara gaped as she ran after them, "You've got a kid?!"

And with that, the TARDIS disappeared…

~8~

"You've got a kid?" Clara followed the Time Lords around the console as they piloted the box, insisting Angie and Artie sit on the two chairs on either side of the console for their safety, knowing how bumpy the ride could be at times. Artie seemed to be enjoying himself quite a bit playing with Aeon.

"Yep," the Doctor nodded.

"You said you weren't pregnant!" Clara turned on the Professor.

"I'm not," she insisted.

"Well you were at one point."

"Ah, no you see," the Doctor came around to Clara's side as the Professor went to the monitor, "Had a bit of a mishap with a progenation machine on the planet Messaline," he began to explain, his hands flying everywhere to help him get the story across, "Which took my DNA, by force, at gunpoint, and copied it to create an adult soldier for a war generation after generation of humans were waging against these fish people called the Hath for about a week…long story short, she popped out of the machine, but looked an awful lot like Proffy here…"

"Call me that again Doctor," the Professor rolled her eyes, semi-threatening, she found the nickname both affectionate and sweet but also a tad annoying at times.

"…that we called her ours. But she's technically my daughter, my fully grown daughter," he continued, "She took a bullet for me and we thought she died and the Professor nearly killed the human leader that shot her but it turns out she was really alive and, ironically, our goddaughter found our daughter and brought her to my birthday party! We had banana cake, mmm…" he straightened, "We should go get some," he turned to the Professor as she shook her head at him.

Clara and the kids just stared at him.

"You're completely mad aren't you?" Angie asked.

"What was your first clue?" the Professor laughed.

The Doctor pouted, pointing at Angie like he was going to say something before turning to the controls.

"But it's actually all true," the Professor said, "We did run into her again and we keep in touch," she smiled at Clara, "Would you like to meet her?"

Clara could only nod, still a bit stunned from everything the Doctor had just blurted out.

"Brilliant," the Doctor cheered, coming to join the Professor at the monitor, typing in a few keys, "Jenny!" he cheered as the kids and Clara joined them, to see a young blonde woman with blue eyes sitting in what looked like a shuttle, Aeon tilting is head to inspect her, not quite sure who this woman was.

"Dad!" she beamed, waving at them, "Mum! How are you!?"

"We're fine Jenny," the Professor smiled, "We're about to take our new Companion," she gestured back at Clara, "Clara, and these kids, Artie and Angie," she nodded at them as they waved, "To an amusement park for the day."

"Yes, bit of a family outing and we thought of you of course," the Doctor smiled, "Want to come?"

"Of course!" Jenny cheered, "Just give me a mo…"

And then, right before their eyes, Jenny pressed something on her wrist and disappeared in a flash of light…the same light appearing a few feet away on the other side of the console, Jenny standing there. She was dressed in an outfit that made the Doctor chuckle quietly at the familiarity of it. She was wearing a lovely sleeveless dress, that was white on the top with a thick belt that separated the top from the black skirt that had a floral pattern of different colored flowers on it, and a dark blue three quarter length jean jacket that was just slightly longer than a shrug, wearing black ankle boots that had a small buckle on the side of them and no heel, her hair was up in a high ponytail like it had been on Messaline but her hair seemed a bit longer and with a hint of a curl to it.

She looked quite a bit like the Professor if she'd taken to wearing a dress and boots instead of sandals and a skirt.

"Mum!" Jenny shouted, running over to her, nearly tackling her to the ground as she hugged her tightly, "Oi! Father get over here!" Jenny laughed as the Doctor moved over to join in the family hug…only for Aeon to leap out of Artie's hands and rush to nuzzle their feet, working out who the woman was, sensing the familial bonds between her and his mistress and master, this was their child!

"Oh, I _missed_ this!" Jenny laughed as they pulled away, her standing between them, her arms around them as she saw Clara and the kids, "Hello! I'm Jenny."

"Clara," Clara breathed, blinking quite a bit, still shocked.

"She doesn't look like you," Angie pointed out to the Professor, "You said she looked like her," she added to the Doctor, before she eyed Jenny critically as the girl knelt down to scoop up Aeon, petting him as he nuzzled her, excited, "Or are you not a natural blonde."

Jenny let out a slightly offended noise which made Aeon start to lick her face, wanting to cheer her up.

The Professor patted her arm, "She looked like the last me."

"The last you?" Artie frowned.

"Aliens," the Doctor pointed between him and the Professor, including Jenny in it which made her beam, "Time Lords specifically, we can basically live forever barring any accidents and if we do get hurt, we just heal by changing everything about us, become new people, new faces, new personalities, new habits, new…"

"Fashion sense," Jenny cut in, poking his bow tie.

"Oi!" he straightened it, "Bow ties are cool."

Jenny shook her head, "I do like the new look though," she told him, eyeing his new purple getup, "Not quite as good mum's but fair."

He pouted, "You only like her look because it's like yours."

"True," Jenny laughed as he pouted more.

"Come on," the Professor smiled, "Let's go ride some rides, I've been in the mood for a good rollercoaster for a while."

"I know just the place!" Jenny cheered, pulling out a golden ticket she'd picked up on her travels as she placed Aeon on her shoulder, moving to help her parents pilot the TARDIS as the humans looked on, completely stunned by everything they'd learned in such a short time.

~8~

The TARDIS appeared on what looked like an exhibit of the moon, the Earth hanging the background, the sky dark, sans stars, even the American flag standing stiff and straight, like there was no gravity…

A theory which was disproved when the doors opened and the adults and children and the Doctor stepped out and walked across it as though in normal gravity, even Aeon, the lightest of them all had no problems scampering around and poking at small rocks that were lying about.

"Well, here we are," the Doctor smiled, "Hedgewick's World. Jenny was spot on, the biggest and best amusement park there will ever be, and we've got a golden ticket!" he laughed, they really had, thanks to Jenny, "Eh? Eh? Fun."

"Fun?" Clara eyed the surroundings, it…really wasn't all that impressive actually.

"Your stupid box can't even get us to the right place," Angie scoffed, "This is like a moon base or something."

"It's not the moon," the Professor shook her head.

"Or a moon base," Jenny added, "It would be a rubbish base, there's almost no defendable area or strong hold."

"Actually, I think it _does _look like the moon, only dirtier," Artie countered.

"Hey," the Doctor cut in, "Guys. It's _not _the moon, ok?"

"And even if it was," the Professor added, "It's really not the worst he's ever done. At least he wasn't shooting for a sweet shop and ended up in the sulfur mines of Raxacorricofallapatorius and being chased by a creature that's a cross between a slug and an elephant that spits acid."

"That only happened once!" the Doctor muttered, "And it's not the moon, it's a Spacey Zoomer ride, or it was."

Just then a door opened in one of the large rocks behind Clara and a man poked his head out, "Psst," he hissed, startling Clara into turning around, Aeon running up beside her to eye the man a moment…before going back to playing with the rocks, "Excuse me. I don't suppose you happen to be my lift off planet? Dave's Discount Interstellar Removals?"

"Afraid not," Clara answered as they all shook their heads.

The man sighed, "They were meant to be here six months ago. Well, that's Dave for you, see? Unreliable…"

"Stay where you are!" they heard a woman shout in the distance.

"Oops!" the man quickly ducked back inside the room as quite a few soldiers ran into the area, the children turning to see they were actually on a set of some sort.

Aeon hissed at the small group, seeing their guns, which made Jenny and the Professor tense, but the Professor refrained from grabbing her blaster, just eyeing the people intently, she could tell, just at a glance that they didn't seem to have the most military training, something Jenny seemed to pick up on too as she threw her mother a look as though to say 'Really?' the Professor nodding back at her.

"Throw down your weapons and identify yourselves!" a blonde woman, clearly the leader, strode forward, her gun up as were the rest of her platoon.

"No!" the Doctor shouted, "No weapons."

"No weapons _raised_ at least," the Professor murmured, kneeling down to pick up Aeon, petting him to calm him, telling him there was no danger there, at least not from the humans before them.

"Hush," the Doctor whispered to her, kissing her quickly, before he reached into his pocket and picked up Jenny's golden ticket, a ticket made of actual gold, "Golden ticket. Spacey Zoomer. Free ice cream?"

"Who are you?" the captain of the platoon asked, eyeing him oddly, "This planet is closed, by Imperial order."

"How's this?" he pulled out the psychic paper and held it up to her.

The woman looked at it, her eyes widening as she straightened, "Oh," saluting him, "Welcome, Proconsul," she nodded at him, before nodding at the Professor, "Lieutenant," which shocked her a bit, she was expecting Sergeant again, "Sergeant," she added to Jenny.

The Professor and Jenny looked at each other a moment, before laughing at that. The Professor gave a small salute back as Jenny put her hands behind her back and nodded.

"I wish they'd told us you were coming. Any news of the Emperor?"

"Oh, the Emperor," the Doctor nodded, "No, no. None that you'd er…"

"We pray for his return. If there is anything you need, my platoon is at your service."

"Right. Righty-o. Well, carry on, Captain."

The captain nodded and turned back to her people, "Platoon, let's move out! On the double. Two, three, four. Two, three, four. Two, three, four."

They watched as the small army ran off, not really following her orders thoroughly.

"Have they gone?" someone behind them whispered and they turned to see the man poking his head out from the rock-door again.

"Yes," the Professor called.

"Uniforms give me the heebie-jeebies. Come on. They can't stop me being here, but they don't like it," he opened the door wider, allowing them access to follow him as he led them away from the Zoomer and to an open warehouse door, revealing the whole of the park, rides as far as the eye could see.

"Ha, ha!" the Doctor cheered, putting his arm around Jenny's shoulders, "You see?" he stuck his tongue out at the kids, "We told you it was amazing."

"Well, it used to be," the Professor frowned, it had clearly been closed down for quite a while. There were coasters and other rides in absolute wrecks, grass growing out of the concrete…

"It closed down," the man nodded, "Wish I'd known that before I landed here. But let me show you my collection. Come along. Follow me. This way. This way in, come on," he cheerfully turned back, leading them further into the building, hurrying down the corridor and through a few stairs as they followed him, entering a large, well furnished room with quite a few wax statues on display and other odds and ends.

"Webley's World of Wonders!" the man introduced with extravagance as the children entered, smiling widely at the sight of it all, Aeon hopping out of the Professor's hold to rush around and explore, poking at the wax statues with his little paw, "Miracles, marvels and more await you. I am Impresario Webley. You see before you waxwork representations of the famous and the infamous. Anybody here play chess?" he smiled at them.

The Doctor's hand immediately shot up, grabbing the Professor's as well and sticking hers up too as she smiled and laughed at him.

"Perhaps you, young man?" Webley looked at Artie instead.

"Actually, I'm in my school chess club," the boy nodded, which made the Doctor pout and lower his hand.

"Ah. Follow me."

"I'll make it up to you later," the Professor kissed the Doctor's cheek and patted it, seeing his putout expression, "We'll dig out that old chessboard and play auto."

"Auto?" Clara frowned, having heard them as they slowly followed Angie and Artie. She heard A LOT about chess from Artie but never that.

"We don't stop," the Doctor explained, "Every move we make is not thought about, just a first reaction, assessed in a single moment and countered. If you stop for longer than 2 seconds you lose."

"Really?"

The Professor nodded, "It was something we thought up as children to add a challenge to it."

"You wanted to make chess MORE challenging?" she gaped at them.

"It really is an easy game," even Jenny commented, "It's all about strategies and out maneuvering your opponent."

The Time Lords smiled widely at their daughter, "You can play winner Jenny," the Professor offered.

"I'd rather play dad," Jenny laughed as the Doctor pouted again.

"He actually HAS won a few games," the Professor told her.

Jenny blinked and crossed her arms, "And how many of them did he win legitimately without resorting to cheating or 'distracting' you?"

Yes, even SHE was well aware of her parents' bedroom goings-on.

The Professor smiled, "Want to take that one dear?" she glanced at the Doctor.

He mumbled something.

"What?"

And mumbled again.

"Sorry?"

"None yet," he answered with a sigh, "But it's not my fault!"

"What, does the chessboard dislike you too like the TARDISes?" the Professor laughed.

"No," he rolled his eyes, "It's because I'm at an unfair disadvantage and YOU were the one who taught me to use every resource to your advantage."

"How is playing against me an unfair disadvantage?"

"Besides the fact you have 27 brains, you are ridiculously distracting."

She started to smile, "Distracting how?"

He looked at her, taking her hand, "In every single way," he told her earnestly, "You just sitting there with your cute little smile and your breathtaking eyes and your lovely looks distract me."

"So you're saying I should wear a brown paper bag over my head next time we play then? Would that help?"

"Don't you dare," he tugged her closer, wrapping his arms around her, "Don't you dare cover up even an inch of that beauty," he kissed her gently, "I'd rather stare at you and lose a thousand games than commit the atrocious crime of covering you up just to win a game."

The Professor let out a soft breath at his words, "That's why I let you wear the bow tie," she told him, it really did suit him, SO well, she just…couldn't make him give it up, it was just…him.

He grinned and leaned in, kissing her again…

Jenny just laughed softly as she watched her parents get lost in the moment, "I take it they do this a lot?" she asked Clara, seeing the woman shaking her head at them.

"_All the time_, at the _worst _times," Clara sighed.

Jenny smiled, "Want to know how to get them to stop?"

"Yes, please!" Clara nearly begged.

"Get ready to duck," she warned the girl, taking a hold of her arm, "Daleks!" she shouted, pulling Clara down just as they broke away, the Professor firing her blaster automatically.

"Jenny!" they both shouted as she stood, laughing, Aeon hissing at her a bit for scaring her parents.

"Oh," she crouched down and pet the kitten, apologizing, "Sorry."

"How on Earth did you work that out?" Clara smiled at Jenny, that would come in VERY useful.

"One of my…uncles taught me," she smiled, standing. Oh Rory, she'd only met him briefly at her father's birthday, but he was so funny.

"Now!" they heard Webley cheering from the back of the room and quickly made their way after him, "Let me demonstrate to you all the wonder of the age, the miracle of modernity," he grinned, seeing the adults step in and moved to a cloth covered thing by the chessboard set up in the middle of the room, "We defeated them all a thousand years ago, but now he's back, to destroy you. Behold, the enemy!" he pulled the cloth off to reveal an old, worn, Cyberman!

"Cyberman!" the Doctor shouted as it twitched its head up.

"Get down!" the Professor grabbed them, pulling them all down, her blaster out, ready to fire back at the shot she was expecting but…it didn't come.

Aeon just looked at her with his head tilted, confused as to why she'd reacted like that, it was just an empty tin robot, he could sense there was nothing dangerous in it at the moment.

"No need to panic, my young friends," Webley laughed as they slowly stood, eyeing the robot warily, "We all know there are no more living Cybermen. What you are seeing is a miracle. The 699th wonder of the Universe, as displayed before the Imperial court, and only here to destroy you…at chess."

The Doctor frowned and pulled out his sonic, scanning around as the Professor wandered the edge of the room, looking at Jenny a moment, signaling to her to keep her eye on the Cyber as she nodded, letting the Professor look at the walls and other objects on the walls.

"Careful now," Webley continued, "An empty shell, and yet it moves. How?"

"Magic?" Angie guessed.

"That might well be, young lady, but a single penny wins you five Imperial shillings. If you can beat this empty shell at chess."

"I haven't got a penny," Artie frowned, "But I've got a sandwich!" he held one up.

Webley considered it a moment, "Alright, take a seat," he gestured at the chair before the Cyber, making the Professor stiffen and look back, watching carefully as she made her way to the Cyber, ready to stop it if it so much as reached for the boy, "It is free of all devices, and yet it has never been beaten. Would you like to make the first move, young man?"

Artie moved a pawn one space and the Cyber countered by moving his two spaces.

"Oh no, Artie," the Doctor began, seeing him about to advance a piece in a very bad move.

"No, don't do that," the Professor agreed, as he placed it two spaces away.

The Cyber just moved the black queen to end the game.

"It's a fool's mate," the Doctor sighed.

"If you can tell me how it works, I'll give you a silver penny," Webley grinned at the children.

"I think you do it…with mirrors?" Angie hesitated, really not knowing.

"Hmm," the Doctor hummed, "Mirrors. Clever girl. Well, let's see, hey?" he grinned at the Professor as she rapped on the skull of the Cyber, the Doctor scanning it.

"Low tech," she nodded.

"It's a puppet."

"Monofilament strings."

"Which means the brains are in…" he grinned and opened a door in the Cyber's chair to reveal a small man crammed in there with a control box.

"Hello," the man grinned up at them.

"Hello."

"I'm the brains."

"I know that feeling," the Professor smiled.

"Oi!" the Doctor pointed at her as Jenny came over and just patted him on the arm.

"Give us a hand?" the man held out his hand to them, the Doctor helping him out, "They call me Porridge. Oh, it's good to be out of that box," he stretched, Aeon trotting over to investigate this new man, the man smiling as he scratched the kitten behind the ears.

Webley sighed, seeing his ruse finished and looked at Angie, "For you, miss, an Imperial penny," he reached out and 'pulled one' from her ear.

None of them noticed the Doctor and Professor spotting a tiny swarm of metal bugs slithering across the floor.

"I have not one but_ three_ Cybermen in my collection," Webley stated proudly as Angie looked at her coin, the man stepping past them and into the room, gesturing to the three other displays of Cybermen, labeled 'the great enemy,' the Doctor and Professor, of course, checking to make sure they were empty.

"Is that the King?" Angie asked, nodding to a tall statue of a well-shaped man, looking like he did on the penny.

"_Emperor_," Porridge corrected, "Ludens Nimrod Kendrick, etc, etc, the 41st. Defender of Humanity, Imperator of known space."

"He looks a bit full of himself," Clara remarked.

"Don't say things like that about the Imperial family. You can end up on the run for the rest of your life."

"They don't sound very nice," Artie frowned.

"Oh I'd LOVE that!" Jenny cheered, just imagining the adventure of being on the run, never staying long, always one step ahead of the ones chasing her.

Clara just stared at her, "I see it now," she muttered, that girl was _definitely_ the Doctor and Professor's daughter. Only their child would love the idea of insulting someone so much that they ended up hunted down and actually got excited about it.

"Go on," Porridge sighed, "If the kids want to ride the Spacey Zoomer, then I can operate the gravity console," he told them, leading them off, Aeon trotting after them, zigzagging in between their legs as they walked.

Angie paused, staring at the wax figure, comparing it to the coin.

"Come along Angie!" Jenny reached out and turned the girl, her parents looking over at her for that. She just winked at them, she'd learned THAT one from dear Amy.

~8~

The Doctor and Professor leaned against the TARDIS, smiling as they watched Jenny bouncing around in the microgravity with Artie and Angie, all the children having a blast, Clara taking pictures of them with her phone, Aeon at the edge of the ride watching them going up and down. It was so easy to forget that, while Jenny looked like a young woman, she was _really_ only a child in terms of age, had only been living a few years.

"Wow!" Artie laughed.

"Smile!" Clara called, "Say, 'Spacey Zoomer.'"

"Look at us, Doctor. We're flying Professor!"

"Having a good time Jenny?" the Doctor laughed up at them.

"The best!" Jenny cheered as the anti-gravity slowly turned off and they drifted back to the ground, Aeon rushing right to her and pawing her legs till she picked him up.

"I think that was the most fun I've had in my whole life," Artie beamed as he ran to Clara, Porridge coming over to them.

"It was ok," Angie shrugged.

"Clara, I think outer space is actually very interesting."

"Right," Clara laughed, "Wonderful day out, Doctor, Professor, but it's time to get the kids home," she looked over, only to see Jenny and the Professor conversing quietly, Jenny frowning as she absently pet Aeon, as the Doctor scanned around with his sonic.

"Yeah," the Doctor began, "Er, no. Not actually ready to leave."

"Why not?"

"I don't know. Reasons."

"What reasons?"

"Insects," the Doctor replied, "Funny insects," and then he turned to the Professor, "We should add them to our funny insect collection."

"You collect funny insects?" Clara eyed them.

"At times," the Professor nodded, "Given the day, the way we woke up, what regeneration we're on, could call our Companions that."

"Oi!" Clara frowned, crossing her arms.

"I'm joking Clara," the Professor laughed, "We think you humans are giants. And you…" she looked at the girl softly, "You're more like our granddaughter than anything."

Clara smiled at that as Jenny looked at her grinning as well, being a child of the machine, she'd never thought she'd have a family, never thought she'd have siblings or real parents who would treat her like their child as opposed to a soldier…and there she was, she had it all. She had parents, she had a girl SHE considered to be a sibling though her parents saw said girl as a granddaughter, still it meant she was family, she had a life, and she even had a pet in a way. Aeon was the most adorable kitten ever.

"Look at that eh?" the Doctor smiled, pointing between Clara and Jenny, "The daughter and the granddaughter, three generations going!"

"Well, come on then," Jenny cheered, taking Clara's hand, pulling her on, "Let's go find some funny insects! Oh! I wonder if they have butterflies!"

~8~

Only an hour or so later would find Angie and Artie lying on the sofas of Webley's Wonderful room thing, blankets over them, seeming tired and ready to sleep.

"How long do we have to stay here?" Angie complained, setting her mobile phone on a small desk at the end of the sofa.

"Not long," the Professor promised as she pulled a blanket up over Artie.

"Have a nap," the Doctor nodded, watching her mothering the children, she really would be such a great one, she was already one to Jenny and the girl wasn't even technically biologically related to her.

"We'll wake you when we're ready to leave yeah?" Jenny looked at her parents as they nodded.

"Comfy?" Porridge asked Angie as he tugged her own blanket up and fluffed her pillow.

"Sleep well," Clara whispered as the Doctor turned the lights off, the Professor coming to join him with Aeon.

"Good night," Porridge called as he followed them out of the room with Clara and Jenny.

The children settled back into their sofas…

When the Doctor jumped back in, "Don't wander off!" he shouted, making them gasp, his sonic on to light up his face in an eerie way, "Now, I'm not just saying don't wander off, I _mean_ it. Otherwise you'll wander off and the next thing you know, somebody's going to have to start rescuing somebody."

"Which typically means ME rescuing HIM," the Professor wandered back in after him, not wanting to scare the children.

"From what?" Angie frowned.

"Nothing," the Professor said, giving the Doctor a pointed look, "Nobody needs rescuing from anything."

"Don't wander off," he repeated as he let her tug him out of the room, "Sweet dreams!"

~8~

The Professor and Jenny were walking around the edge of a large warehouse overlooking Hedgewick's world, both on the lookout for anything suspicious while the Doctor soniced around, trying to find things as well, Aeon scampering after him as he ran this way and that way. He'd seemed to have developed a fondness for following the Doctor around when the man got excited, you never knew which way he was going to turn and the kitten seemed to love that surprise. Clara and Porridge were just walking together through the middle of it.

"Was this really the biggest amusement park in the Universe?" Clara asked.

"Yeah," Porridge nodded, "Hedgewick bought the planet cheap. It'd been trashed in the Cyberwars."

"Who were we fighting?"

"Cybermen."

"And who are they?"

"Technologically upgraded warriors," Jenny answered, having heard them as she moved to go check on her father and help him, she was actually really curious about his sonic, it made a funny noise and she remembered it had been very useful on Messaline, she wanted to know more about it, see if she could make one herself, "Very hard to fight because they have the ability to upgrade themselves and fix their weaknesses."

"We couldn't win," Porridge sighed in agreement, "Sometimes we fought to a draw, but they'd always find ways to destroy us. It's hard to fight an enemy that uses your armies as spare parts."

"You beat them, though," Clara shook her head, "Beat them or you wouldn't be here. How?"

"Look up there," he pointed to a section of the sky as the Professor joined them, it was a sky full of stars but with one giant black section to the side, surrounded in a blue hue/cloud thing, "That corner of sky? What do you see?"

"Nothing. It's just black. No stars, no nothing."

"That's the Tiberion Spiral Galaxy," the Professor assessed from the stars around it, "Or what used to be the Tiberion Spiral Galaxy. A million star systems, a hundred million worlds, a billion trillion people. And it's gone," she frowned and looked at Porridge, "What happened?"

"No more Tiberion Galaxy, no more Cybermen," he said simply.

"That's horrible," Clara frowned.

"That's effective," Jenny countered, still aware of her military background.

Aeon yowled off to the side, hissing at the Doctor.

"Sorry!" he called, "Accidently nearly almost stepped on his tail, but he's fine!" he added to the Professor, holding up his hands till she shook her head at him. He let out a breath of relief and continued on his examination, Aeon following him as well, but just a bit further away.

"I feel like a monster sometimes," Porridge sighed, having not even looked back, but just stared at the sky.

"Why?" Clara looked at him.

"Because instead of mourning a billion trillion dead people, I just feel sorry for the poor blighter who had to press the button and blow it all up."

"I think…" the Professor began, "If he knew he was doing it to save all the known Universe…he did the right thing," she murmured, looking over at the Doctor with a soft look in her eye.

"Clara," he called, "Did you tell Angie she could go to the barracks?"

"You know I didn't," Clara replied, before blinking, "She hasn't!"

"She's just gone in there," he nodded.

Clara sighed, "Come on!" and turned to leave.

~8~

They found the barracks relatively quickly, striding through the halls to the main base, "Angie!" Clara shouted, rushing in, seeing Angie talking to the captain, "Angie!"

"She always has to turn up and spoil everything," Angie groaned, "I wasn't _doing_ anything. Why can't you just leave me alone?"

Clara frowned at that and went to answer…when there was an enormous crash behind them.

They spun around to see Cyberman standing there in the doorway.

"Cyberman!" the captain shouted as Aeon hissed at it, not even caring about the humans around him as he transformed into his tiger form, "What the hell is that?!"

"My cat!" the Professor warned, "Don't you DARE shoot him!"

The Doctor quickly pulled out the sonic and scanned the Cyber, "Angie!" he yelled for her to get back.

The Professor grabbed her blaster, trying to aim, but the humans were all running about in a very unorganized fashion, which made her sigh, punishment platoon then, she'd just hoped they were new recruits.

"Aeon back!" the Professor commanded as Aeon slowly backed away. The Cyberman was metal, and while she knew that the tiger could weaken the metal man, with his size alone he was formidable against a robot, but said robot also had a blaster and the humans were about ready to shoot anything that moved in front of them, she was NOT going to risk her cat for _that_.

"Attack formation!" the captain ordered.

The Cyberman entered, moving quickly as the platoon ran to sort themselves out, using tables as shields, grabbing guns. A rather fat man ran forward at the Cyberman, only to get shoved away.

"No!" the captain cried, "Attack formation, quickly."

"Jenny don't!" the Doctor shouted as Jenny ran at the monster, managing to land a sound kick to the center of its chest plate, making it stumble back, but it grabbed her by the throat.

"Jenny!" the Professor screamed, aiming carefully…

The platoon froze a moment, watching as a blast shot right past them, at the Cyberman, right through the eye. It let go of Jenny and stumbled back, its head twitching.

The Professor ran forward, through the makeshift barricade and grabbed Jenny as she fell to the ground, pulling her back with her past the men, Aeon rushing to them, moving in front of Jenny to block her should the metal man attack again, "Fire!" she shouted.

The platoon quickly jumped into action and began to shoot at the Cyberman, who stiffened and just stood there, the blasts bouncing off it harmlessly.

The Professor watched with a frown as half the blasts soared past it, not even _hitting_ the target, not even _close_, people grabbing cups to throw at it and chairs…She would have helped, but Jenny was hurt, fine for the moment, her neck a bit sore, out of breath, but fine.

Her daughter was her top priority.

"Upgrade in progress," the Cyberman stated, its chest glowing brighter.

"Angie!" Clara called.

The Professor looked over, squinting as she saw a streak of gray rush through the platoon, pausing at Angie before the blur that was her was lifted up and the gray streak dashed off out of the room, the platoon didn't seem to notice as they kept firing.

"Did you see that?" Jenny breathed, staring at where Angie had been, looking back to where the Cyberman had first started and back to her mother.

The Professor blinked and looked at Jenny, "You saw that?"

Jenny nodded, "I listened to every word you said mum, I always use my eyes. The Cyberman took Angie didn't it?"

She nodded.

"Angie!" Clara seemed to realize that as well, trying to run after it.

"Clara!" the Doctor pulled her back by the hand, "Clara."

"Come on," the Professor helped Jenny up and thy rushed over, Jenny putting an arm around Clara to keep her in check, Aeon moving beside her to nuzzle her side, trying to comfort her.

"That was a Cyberman!" the captain breathed, stunned, "But they're extinct."

"Listen to me," the Doctor promised Clara, "We _will_ get her back."

"Captain," the Professor strode over to her, "A word," she walked over to the side with her, the Doctor following, "Now, correct me _if_ I'm wrong, but your platoon doesn't do much fighting, do they?"

"What do you expect?" the woman muttered under her breath.

"What?" Clara demanded, hearing that and walking over with Jenny and Aeon, the other humans warily watching the fully grown tiger.

"It's sort of obvious," Jenny had to say, "They're far too unorganized to have seen active combat. I mean, really?" she shook her head, "Throwing a _cup_ at a _Cyberman_? That's not going to do anything."

"They're a punishment platoon," the Professor explained, "A troop sent off world or to the edge of a battle so as to not get involved because superior officers find them inadequate, inexperienced, or unreliable."

"We were sent here so we can't get into trouble," the captain rubbed her forehead.

"Right, right, well, ok," the Doctor mumbled, "As Imperial Consul, I'm putting Jenny in charge," he plucked the captain's pin off her chest plate and stuck it to Jenny's jacket.

"With respect sir," the captain glared, "I hardly think it wise to place a young girl in charge of our platoon!"

The Professor crossed her arms, "I trained her myself," she defended her daughter, it was a slight lie, she hadn't really trained her completely by herself, the progenation machine had helped, but she'd trained her a bit and she knew Jenny's capabilities better than anyone, even the Doctor, "Are you implying that my daughter is incapable of leading her own military unit?"

The captain swallowed, "No, ma'am, I was merely…"

"Good," the Professor cut in firmly, Jenny smiling at her parents' defense, "Jenny," she looked at her, "Keep them alive until we get back and don't let anyone blow up this planet."

"Yes ma'am," she saluted her mother playfully.

"Oi, watch it," the Professor laughed, pointing at her.

"Is that something they're likely to do?" Clara frowned, "Blow up the planet?"

"Yes," the Professor nodded, before adding, "Go to somewhere defensible and we'll meet you there when we finish."

"Aeon," the Doctor looked at the tiger, "You keep them both safe till then eh?"

The tiger tensed a bit but plopped himself down right between Jenny and Clara, ready, which made the Doctor smile. A Keroberos, while fiercely loyal to a family in general, would always, _always_ protect the children first, which was just what the parents wanted, and was really just what Clara and Jenny were, compared to them, children that they _had_ to protect, no matter what.

"Where are you going?" Clara called as they turned to leave.

"We're getting Angie," the Doctor said, "Finding Artie, and looking for funny insects. Stay alive. And you lot," he called to the rest of the platoon, "No blowing up this planet!"

The humans and Jenny watched as the Time Lords left, "So, cousin Clara," Jenny smiled, she couldn't really see Clara as her 'daughter' given she was her parents' 'granddaughter' but she could see the girl as family, she didn't want to call her sibling though just because…she knew her parents wanted children badly. Her mother had spoken to her about it once or twice, when they had first decided to try for them, they'd contacted her to make sure she would be ok with that.

She wasn't a complete Time Lady, she knew that, the progenation machine had been set for human DNA and had been subjected to alien DNA, which resulted in her. She was exactly like her parents though, except that she couldn't regenerate and she hadn't gone to school as long as they had, but she'd rather get out there and learn about the Universe herself, experience it, than sit there and read about it. She was just like her father in that regard.

But still, she couldn't call Clara her sister because…she was reserving that for when her parents actually had children. She was determined to be the best older sister ever and, to honor her future siblings, she couldn't call Clara her sister. And she knew her mother's cousin, Mayra, her father had told her about that, her parents being very open with her about everything…she knew her mother's cousin wasn't really her cousin but more like her parent's cousin, but she still called the woman that because she was family who was the same age as her.

And that's what Clara was, family who was the same age as her, near enough, so Clara was now her cousin, in her mind at least.

"Want to be my second-in-command?" she finished.

"Of course!" Clara smiled, both at the offer and for how Jenny had accepted her.

She knew how the Doctor and Professor felt about her, how close they'd all gotten, how they seemed to see each other as family. She had been worried that Jenny wouldn't like her being around the girl's parents as much as she was, seeing the relationship forming, but it seemed Jenny was just as accepting about it as the Time Lords had been, if not more so as she was now the girl's 'cousin' instead of granddaughter.

"Brilliant," Jenny cheered, hugging Clara a moment, before clearing her throat, getting everyone's attention, "Right, first we need a catalogue of resources, all useful weapons are to be gathered and brought here, anything capable of taking out a Cyberman, that means Cyberiad Class Weaponry," Jenny began, "Second we need to look after the soldiers, anyone injured should be taken for medical assistance immediately, we need you all fighting fit. Fourth…"

"Um, third," Clara corrected.

"Right, sorry, got ahead of myself," Jenny smiled, "Third, defenses, maps and surveillance. Get me the schematics and layouts of the entire park…"

Clara blinked, watching as Jenny walked off with Aeon following her, still rattling off strategic plans and what needed to be done. For someone so young, she really _did_ seem to have loads of experience…

~8~

"Cyberiad Class Weaponry," the captain deposited a large case onto a nearby table as Jenny and Clara talked, Aeon, still a tiger, stationed protectively beside them, making her hesitate getting closer, "I've taken it out of storage."

"Good," Jenny nodded, "Now, we need to find somewhere defensible."

"Where?" Clara asked, looking at the captain, "What sort of places does this park have?"

The captain led them to a large advertisement of the park, sort of like a map, "The Beach," she pointed to it with a pointer, "The Giant's Cauldron, Natty Longshoe's Comical Castle…"

"Castle…" Jenny considered it, "Has it got a real drawbridge and a moat?"

"Yes…but comical."

She nodded, "Better than a cauldron or a beach, much more easily defendable."

"So we'll go there," Clara agreed.

"Ma'ams," the captain cut in, "My platoon can deal with _one_ Cyberman, and there are protocols if we cannot immediately find and destroy it."

"Blowing up the planet protocols?" Clara scoffed.

The captain's lips pursed, "Respectfully, ma'am."

"Mother said somewhere defensible," Jenny reminded her, "No blowing up the planet. And mum's got more experience than your entire platoon, hell, your entire army combined. If she says do that, we do that. Understood?"

"She's your commanding officer now, isn't she, Captain?" Porridge asked, walking over, hearing the women speaking.

The captain looked at him, her eyes widening a bit as she saw him, Jenny's eyes narrowing at the woman's reaction.

"Yes," the captain said, seeming to almost be respectful, "Sir."

Clara nodded and walked off, Aeon going with her, seeing Jenny standing near a table of weapons and deeming her safer at the moment than Clara was. Jenny smiled as she saw the tiger go before turning to the table and opening the case, examining the Cyberiad weapons.

"You really saw a Cyberman?" she heard Porridge ask the captain behind her.

"We really did," the captain replied.

"Have you reported it to the Imperium?"

"No communicators."

"So you're going to do what she says. Right, let's all spend the night at Natty Longshoe's Comical Castle."

"Oi," Jenny turned, kneeling down by the man, "Listen," she said quietly, a small frown on her face, "I don't care that you are the Emperor," the man's eyes widened in shock at how she knew that, "But here, you're a civilian. You want to be thought of as one, you get treated like one. So no condescension against my mum's plan ok?" she eyed him.

The man smiled, "I could do with a girl like you in my guard," he remarked.

A girl not afraid to give it to him.

That was something else.

Jenny just smiled and stood, "Your guard couldn't handle me," she winked at him and skipped off to Clara and Aeon.

~8~

The Doctor and Professor ran back into Webley's room, only to see Artie was gone, "Artie?!" the Professor shouted as they rushed down the stairs, looking around for him.

The Doctor flashed the sonic, picking up a trace of something and followed it, "Professor," he called, nodding her over.

She walked to him, the two of them leaning down to see a miniature Cybermat, more like a small worm or parasite than anything.

"Firstly," the Professor glared at it, "If anybody's watching this, those children are under our protection and we are coming to get them."

"And secondly," the Doctor smiled at it, "Little metal machine, you are _beautiful_!" he cheered, flashing the sonic at it, disabling it, turning it off before he picked it up, "Not even a Cybermat anymore, eh?"

"Cybermites," the Professor sighed, "What will they think of next?"

He grinned, "Can't wait to find out."

She laughed and snatched the sonic off him, poking the Mite with the sonic, following the signal coming off it to the chess room, "There's a local transmat link open to your home. If I can just find the frequency…"

She reached out and put her arm through his as she flicked the sonic and they teleported into a giant, technologically advanced, lab of some sort. There was a circular table-like thing in the middle of the round room with a few doors along the back.

"Hey, that really shouldn't have worked," the Doctor remarked with a grin.

"Doctor, Professor," they heard Artie speaking, his voice monotoned, "Help us."

They turned to see Angie and Artie standing against a wall, their faces blank, a small blinking device at their left temple.

"Angie?!" the Doctor shouted as they ran over, "Artie?" he tossed the Professor the Cybermite as she traded him the sonic, letting him flash the children, but it didn't help.

"Webley?" the Professor breathed.

The Doctor looked up to see Webley, partially converted to a Cyberform enter the room, the side of his face metallic, his right arm mostly so.

"We needed children," Webley stated, advancing slowly, "But the children had stopped coming. _You_ brought us children. Hail to you, the Doctor and Professor, saviors of the Cybermen!"

"Well," the Professor blinked, "That's _one _title I never thought we'd have."

The Doctor could only nod, "Not one I think we really ever wanted to have either."

~8~

"Jenny," Clara began as they led the platoon through the dark park and towards the castle, Aeon ahead of them, tense, his head looking this way and that, keeping an eye out for any Cybers that might be lurking, ready to defend, "What do you think the Empire would do if they _were_ alerted?"

"Probably order them to blow up the planet," Jenny shrugged, given what they'd done to the other spiral galaxy, that was logical.

"After they got us _off_…right?"

Jenny could only shake her head, "Doubtful."

"You really are very good," Porridge remarked, eyeing her.

"Learned from the best."

"The Professor," the captain nodded.

"No, dad," Jenny smiled.

Clara frowned, "But the Doctor's not a 'fighter,'" she didn't even really think the Professor was one either, but they kept insisting she was.

"No," Jenny agreed, "But a proper soldier always tries to STOP the fighting don't they? Isn't that was dad always does?"

Clara blinked, that was one way to look at it.

"Here we are then," Jenny smiled, clapping as she saw the castle, "Drawbridge, moat, brilliant!"

"With respect, ma'ams," a rather tall, ginger boy with glasses stiffened, "We ought to be hunting the creature…"

"The only reason I'm still alive is because I do what the Doctor and Professor say," Clara strode up to him, "Can you guarantee me you'd bring me back my children alive and unharmed?"

The man shook his head.

"You should trust them more," Jenny told them all, absently petting Aeon as he came to stand beside her, making the platoon shift uneasily, that tiger really was quite big and deadly, "I've seen them save worlds," she added.

Clara nodded, "I trust the Professor and the Doctor."

"You think they know what they're doing?" the captain scoffed.

"The Professor certainly does," she nodded.

"And the Doctor?"

"I'm not sure I'd go that far."

Jenny laughed, "Dad always comes through in the end though."

~8~

The Doctor and Professor stood across from Webley at the round table, the Cyberform explaining where they were, "As the battle raged between humanity and the Cyberiad, the Cyberplanners built a Valkyrie, to save critically damaged units and bring them here, and one by one, repair them."

"The people who vanished from the amusement park, they were spare parts for repairs," the Professor reasoned.

"We've upgraded ourselves. The next model will be undefeatable."

"Nothing's undefeatable," the Doctor shook his head.

As much as he hated to admit it, not even _the Professor_ was, though she was damn near impossible to beat.

NEAR not being completely.

"We needed children to build a new Cyberplanner," Webley stepped back and made his way to the children, the Time Lords following him, watching him closely lest he hurt them, "A child's brain, with its infinite potential, is perfect for our needs. But we no longer need the children," he smirked, stepping closer to them, "The Cybermites have been scanning your brain, Doctor. It's quite remarkable."

"Also completely useless to you," the Doctor stated, realizing the Cybermites had to have picked up on his use of the sonic and targeted him, "Cybermen use human parts. I'm not human. Neither is the Professor. You can't convert non-humans."

"Well, that was true a long time ago. But we've upgraded ourselves. Current Cyberunits use almost _any_ living components," he smirked, holding out his hands to reveal a handful of Cybermites on them, which he threw at the Doctor…

Only for the Professor to shove him to the side, the mites latching onto her instead, crawling up her body to her face as she screamed and fell to her knees.

"Professor!" the Doctor shouted, rushing to her, on his knees as she hunched over, her hands clutching at her face.

He reached out to lift her face, but she pushed his hands away, "No! Stay back!" she cried, scrambling back till she was pressed against the circular table, panting, burying her face in her hands…

Before she stilled.

The Doctor swallowed hard, feeling the mental barriers erect in her mind, she was keeping him out, "Professor?"

The Professor lifted her head a bit and he could tell, just from her expression, it wasn't _her_ any longer.

"Incorporated," she murmured, tilting her head to the side, examining her hands, allowing him to see cybernetic components fused to the left side of her head, "Unfamiliar pulmonary setup. Nervous system hyper-conductive," she smirked darkly, "Remarkable brain processing speed. Even faster than his," she looked up at the Doctor, "Oh we should have targeted her first, shouldn't we?"

"Leave her alone!" he nearly growled at her, feeling his hearts at war with him for sounding so threatening to her, but knowing it _wasn't_ her either.

She just laughed, before she jerked, her eyes closed a moment as she twitched.

"Get out of my head!" the Professor shouted.

And he knew it was her by the force in her voice, the determination and emotion in her eyes…

~0~

The Professor stormed across her mental landscape, right up to the version of the Cyberplanner, a cruelly smirking her with the cyber components on her face.

Behind her, the real her, was a field of deep red grass as far as the eye could see, the burnt orange sky superimposed onto the constellations, looking like both night and day happening at once, the silver trees swaying, purple flowers blooming, beautiful and lovely. The gentle clouds formed faces, vague faces of 11 Doctors behind her, always looking down at her, watching over her, protecting her, as he always did.

She glared across at the Cyberplanner, seeing nothing but a cold, metal landscape, a lab of some sort, computer monitors everywhere with millions of blinking red dots, all connected, the Cybernetwork. Everything was harsh and cold and metal.

Between them the two realities didn't even touch, a single line separating them, keeping them apart, with only an ornate mirror positioned between them, more like a window reflecting their thoughts.

"Stop rummaging in my mind!" the Professor shouted at the Cyberplanner.

"Just you try and stop me," she teased darkly, "Oh look at that," she pouted, turning to the mirror, seeing the Doctor, different moments of the Professor and him drifting past, "Sweet, and sentimental, and disadvantageous isn't it?" she laughed, "Exposing your weakness right at the start? Oh," she tsked, "Worst way to start a battle."

The Professor's jaw tensed, "Ever think that I'm exposing my strength?"

"Him?" the Cyberplanner scoffed, jerking a thumb at the mirror, "Compared to you he's weaker than a chicken bone and much easier to snap," she laughed, "I'll take great pleasure in killing him first."

"To do that you have to get through me," the Professor nearly snarled, "And I will NOT let that happen!"

The Cyberplanner frowned as she looked over, seeing the mirror go blank, seeing the field behind the Professor disappear and be replaced by a solid white wall, "Fascinating," she murmured, actually almost impressed, "A complete mental block. Highly effective."

~8~

The Doctor eyed the Professor cautiously, hearing her conversing with herself, hearing her arguing and threatening herself, it was all very disconcerting and very distracting because…there was almost no disconnect. It just…went from one to the other, not even a jolt to tell him when she was about to speak. Though…she seemed to turn her head one way when she was speaking and another when the Cyberplanner was.

"Oh just relax," the Cyberplanner smirked as she pulled herself up, starting to dance around the room with all the grace the Professor naturally had, "If you just do that, you will find this a perfectly _pleasant_ experience. Possibly more pleasant than you find that dunce," she laughed at the Doctor as he tensed, "You are being upgraded and incorporated into the Cyberiad as a Cyberplanner!"

Before she suddenly stopped and spun around, the move making the Cyberplanner lose balance and fall to her knees.

"Get _out_ of _my_ head!"

"Professor!" he ran to her side.

~0~

"But you know," the Professor began, smirking at the Cyberplanner now, "You've exposed quite a weakness as well, right from the start."

"Oh?" the Cyberplanner scoffed, "And what's that?"

"_I_ can see _you_," she nodded past her, "That," right at the computers, "Your network, the hive mind of the Cybermen. I can see all signals from every Cyberman everywhere. Every single one of them."

The Cyberplanner's jaw tensed and the computers turned off.

~8~

"Professor…" the Doctor stroked her face.

"Oh this is brilliant," she breathed and he pulled back with a snap, it wasn't her anymore and he…he couldn't even bring himself to _touch_ her like that, it just…wasn't HER.

"If I thought I was clever before…I'm an infinite times more clever, ooh what a brain," she pushed herself up, a dangerous quality in her grin, "Not a human brain," she added to the Doctor, smirking, enjoying making him watch this, "Not even slightly human. I mean," she shrugged, "I'm going to have to completely rework the neural interface…"

"_Don't_ you _dare_," he advanced on her dangerously.

"And how are YOU going to stop me?" she challenged, pushing herself onto the round table, sitting on the edge of it, "As though you would hurt your precious _Proffy_?" she scoffed.

But he tensed, realizing she didn't know the Professor's name. Whatever she was doing, the Professor was keeping the information out of her head.

"This is going to be the most efficient Cyberplanner!" she continued, standing up on the table and holding out her arms, "Oh, not a great name, is it? I should call myself…Miss Brilliant! So much raw data," she let out a breath, turning her head as though _just _seeing something, "Time Lords," she looked at the Doctor, "You're a Time Lord, _she's _at Time Lord," before laughing, "There's information on _the Time Lords_ in here. Oh, this is just perfect…"

The Doctor winced at how she'd made perfect sound like it was being purred, it sounded _so _wrong.

~0~

The Professor crossed her arms, "You _really_ think you're learning something?" she laughed at the Cyberplanner, "The_ only_ reason you know about Time Lords is because I'm _allowing_ you access to memories on Time Lord regeneration."

"And why would you do that?" the Cyberplanner crossed her arms, mimicking her as she looked at the mirror, watching as the Professor showed her how violent the last few regenerations could be, from when she'd been rescued by the Krillitanes to her and the Doctor regenerating in the TARDIS to who they were now.

"Because I want you to know that I _could _regenerate right now," she said and the Cyberplanner turned to her sharply, "I want you to see just how _powerful_ a blast of regeneration energy can be, powerful enough to burn out any little Cybermites in my brain, along with everything you're connected to. I'd rather not go that far, but you keep pushing me and you know I'll do it."

~8~

The Doctor was breathing hard, hearing her talking about regeneration. She…she _couldn't _regenerate. She couldn't! They'd promised each other that they would regenerate together from now on, no matter what. He couldn't…she couldn't, not now!

The Cyberplanner made the Professor's lips purse, "Stalemate, then," she decided, hopping off the table, "One of us needs to control this head. We're too well-balanced."

She turned her head to the side, "What are you talking about a stalemate?" she laughed, "There is _no_ stalemate, either you get out of my head or I regenerate and force you out."

"And end your life in the process," the Cyberplanner tilted her head back, "Not even YOU would do that to your_ Bonded_," she nearly spat the word, "Make him watch you die, again. So…stalemate."

~0~

"We each control 49.881 percent of this brain," the Cyberplanner was stating to the Professor, who looked rather bored, as though she already worked that out, which she probably had, ".238ths of the brain is still in the balance. Whoever gets this gets the whole thing."

She considered the Cyberplanner, "Have you ever played chess?"

"The rules of chess are in my memory banks," she nodded, "You're proposing we play chess to end the stalemate?"

"Winner takes all. Nobody accesses that portion of the brain without winning the game first?" she proposed, holding out her hand.

The Cyberplanner paused a moment before reaching out to shake on it.

~8~

The Doctor smirked as he watched the Cyberplanner start to pace, she really had NO idea what she'd just gotten herself into, did she? _No one_ could beat the Professor at chess.

"You _can't _win," the Cyberplanner stated.

Her head tilted to the left and the Professor scoffed, "Try me."

"You understand," the Cyberplanner turned around, moving her head to the right, not even paying attention to the Doctor causally leaning against the circular table, now more amused than worried, the Professor, she clearly had things under control, "When I do win, the Cyberiad gets your brains and memories. All of it."

"My _brain_," she corrected, tsking the Cyberplanner, "Contrary to what my husband would say," she winked at him, blowing him a kiss which he caught and pocketed, "I don't _actually_ have 27 brains, just the one. And when _I _win, you get out of my head, you let the children go, and nobody dies."

Her head twitched to the right and the Cyberplanner smirked, "We'll see about that."

~8~

"Er, ma'ams," the ginger man ran up to Jenny and Clara as they walked through the outer corridors of the castle with Aeon beside them, the tiger simply refusing to turn back into a kitten, "Missy said she saw something," he held up his comm., "And then she went quiet."

"It's on its way then," Jenny nodded as they reached a small gathering of the soldiers, the weapons spread out, "Weapons. Show us.

"Only one gun?" Clara frowned, seeing only one very large gun there as she and Jenny knelt down.

"Cybermen have been extinct for a thousand years," the captain stated, "Even _one_ Anti-Cyber gun is a miracle. These things are…

"Hand-pulsers," Jenny cut in, taking the small glove-like thing and slipping it on, a red light on the palm of it, "Touch the back of a Cyberman's head, the electromagnetic pulse deactivates it."

"Yes ma'am."

"What's this for?" Clara nodded at a large black box, "Just a mad guess here," she continued when none of the platoon answered, "It blows up the planet?"

"Implodes it, more like," Jenny eyed it, recognizing the bomb from a few of her travels.

"There's also a trigger unit," the captain held it up.

"May I?" Clara asked Jenny who nodded, letting the girl take the trigger.

"Is there any other way to activate the bomb?" Jenny looked around for any other sort of controls, wanting to cover all her bases.

"It's set to respond to my voice," the captain sighed, "I have the verbal code."

"You will _not_ activate it without a _direct order_ from me or Clara," Jenny stated firmly.

The captain just stood, making Jenny stand as well, as she strode towards her.

Aeon roared in warning, recognizing her stance and tension as a slight threat to his younger mistress.

The captain stopped and backed up a step or two, before looking at Jenny, "I will follow my orders."

"And your _orders_ come from _me_ now," Jenny reminded her with a small smirk, "Don't they?"

"You'll need to sign for that trigger unit, ma'am," the ginger man held a clipboard to Clara, disrupting the tense moment.

"Thanks," Clara smiled, taking it to sign.

"Mind if I take one of these?" Porridge asked, holding up a pulser, "Might be handy."

Clara gave a small chuckle at that.

"Help yourself," Jenny nodded, her gaze still on the captain, holding it, not backing down, asserting her authority, making sure the woman knew who was in charge, "Why don't you teach him how to use it, captain?"

The captain's jaw tensed, "Upstairs," she ordered Porridge, "Now!" before storming off to teach him, as commanded.

Jenny smiling as she watched her go, reaching down to pet Aeon as the tiger started to relax.

~8~

The Doctor stood across from the Professor as she stood at the chessboard at the round table. His hands were braced on the edge of it as he watched her playing the game against herself, both she and the Cyberplanner shifting back and forth so seamlessly that he could only really tell they did it by how they titled their heads.

"There," the Cyberplanner smirked, making her move, "That was easy. The game has just started."

"And still a ways to go," the Professor countered, making a move.

"Tell me Doctor," the Cyberplanner made her look up at him, "Why is there no record of you or your Bonded anywhere in the databanks of the Cyberiad?" she made a move.

"No," the Professor cut in, forcing herself to look back down, "You don't get to talk to him. You talk to him, you'll threaten him, and I_ will_ kill you for that. So, if you don't want a regeneration just make your move," she made one.

"Oh, you're good," the Cyberplanner smirked, catching just a brief snippet of it from the Professor, her thoughts having opened just a bit at for her having talked to the Doctor directly, "You've been eliminating yourselves from history. You know you _could_ be reconstructed by the hole you've left."

The Doctor's jaw tensed, "Good point. But the Professor's already brought that up. We're working on it."

The Professor winked at him and made her move.

~0~

"The rules of chess allow only a finite number of moves, and I can use other Cyberunits as remote processors," the Cyberplanner remarked.

"And I've got '27' Time Lord brains in my head," the Professor countered, causally leaning back against the white wall.

"27 against _millions_ of processors? You cannot possibly win."

"Why do you do that?" the Professor shook her head, "Every single one of you, every single enemy, ally, acquaintance, you _all_ do that."

"Do what?"

"Underestimate me," she smiled, pushing off the wall to lean forward, "I know things you don't. I've studied you more than you could me. For example, did you know, _very early_ versions of the Cyber Operating System could be seriously scrambled by exposure to the simplest things, like gold, or cleaning fluid? And what's really very interesting is…you're still running some of that code."

"Really," the Cyberplanner scoffed, "_That's_ your secret weapon? _Cleaning fluid_?"

"No, actually, neither, well," she frowned, "A bit. But my_ real_ secret weapon…" she smirked, "My Bonded knows me better than anyone."

~8~

The Doctor saw the Cyberplanner look up only moments before he pressed the golden ticket to her cheek.

The Professor screamed and fell to the floor, panting.

"Professor!" he fell before her, taking her head in his hands, his thumb stroking over the gold, it really was lucky that the Cyberplanner seemed to not see him as a threat, hadn't even tried to hide that conversation, could have kept it completely in her mind but seemed to get a delight of making him watching her using the Professor.

Her mistake though.

As soon as the Professor had said gold, he knew _exactly _what to do.

"Oh brilliant!" she breathed, leaning forward to kiss him quickly, having been _dying_ to do it for ages but not about to let the Cyberplanner try and use it against him.

"Like a charm eh?" he smiled at her as he pulled back, "Right we need to get out of here…" he helped her up.

"Ok, Webley, kids," the Professor pointed, "With us."

"I'll bring the chessboard," the Doctor gathered it into its box and closed it, taking her hand, "Let's go!"

~8~

Jenny and Clara headed up the side of the castle stairs, letting Aeon guide them right to the person they were trying to find, the captain. Clara wanted to ask some questions about the bomb, "I don't get it," Clara began as she saw the woman conversing with Porridge, "Why would you blow up a whole planet and everybody on it just to get rid of _one_ Cyberman?" she held up the bomb and set it down, neither her nor Jenny trusting the platoon to watch it, not wanting to leave it alone.

"We tried other ways, but they only work sometimes, so now we take drastic action," Porridge sighed, "And it works."

"If you find a Cyberman and you _can't _destroy it immediately, you implode the planet," the captain stated, "I was sent here because I didn't follow orders. I can make up for that."

"Put it down!" Jenny ordered as the woman grabbed the bomb, "I forbid you."

Aeon roared at her, trying to swipe the box from her but she held tight and jumped back.

"Yeah," Porridge nodded, "What she said."

"You ran away," the woman looked at Porridge, "I will do what I was brought up to do," she glared at the other women, "Live for the Empire, fight for the Empire, die for the Empire," and with that she turned and strode off, "This is Captain Alice Ferrin, Imperial ID 1-9-delta1-3-B. Activate…"

Before she could even finish, Jenny chopped her in the shoulder from behind, sending her to the ground, before ducking as a blast was fired up at them from the side of the moat, Aeon leaping in front of her, tense and looking around for the threat.

"Cyberman!" Porridge called, spotting one down below, the one that had nearly shot the captain and Jenny, "Get down!"

Clara gasped, peeking over the side of the moat to see the Cyberman turn away, clearly thinking it had hit its target.

Jenny pushed herself up, watching it go, before glancing at the fallen woman, unconscious, but still, Aeon beside her, watching her should she try to get up and run. That woman reminded her of what she might be like, if her parents hadn't saved her. Talking about orders and being raised for only one purpose, to fight…she couldn't let the woman do something she knew she'd regret.

"Come on," Jenny helped Clara up, "We need a plan of attack. Aeon," she called, nodding to the side for the tiger to follow her as she led them off, down the stairs with Porridge, grabbing the bomb as she passed.

"The Professor said to get somewhere easily defensible," Clara frowned, "But if we just stay in the castle it'll pick us off one by one."

"And that's why we have to take it out," Jenny smiled and turned to them, seeing the army gather behind her, Aeon at her side.

"Is that an order, ma'am?" the fat soldier asked.

"Oh yes," she nodded, sounding just like her father's last self.

"Good."

"You know what to do?" she eyed them.

"Pulse to the back of the head," the ginger man held up a pulser, "Fry the brain circuit interface."

"It's going to be hard to get in close enough," Clara warned them.

~8~

Clara and Jenny hid behind a low wall, Clara with a pulser on her hand while Jenny held the Anti-Cyber gun, ready and waiting for the signal, Aeon beside them, tense and ready, should the plan fail, to attack the Cyber and protect his younger mistresses. They watched as a Cyberman approached, taking out two soldiers, the fat man before them, "I've heard about the Cybermen since I was in my cradle. I'm not afraid of you!"

They waited till the Cyber started to advance in their direction, "Now!" Jenny shouted as the man leapt to the side, right when she fired the gun, blasting the Cyber into dust.

"Hold it right there!" the man gasped, pushing himself up as they saw the two fallen soldiers get up, a blinking light at their left temple.

"What's happening to them?" Clara breathed, Aeon growling under his breath, his eyes narrowing at the soldiers.

"They've been upgraded," Jenny said, readying the gun and shouting at them, "One more step and I fire!"

"Don't fire that," the man warned, "A pulse will deactivate them," he nodded to two of their men, rushing over and slapping the soldiers on the arms with the pulsers, knocking them out, "And anyway, it's a waste of charge. We may need it again."

"True," Jenny nodded, "Good thinking soldier," she smiled at him.

"Ma'am," he saluted her.

"You don't think that was the only one, then?" Clara frowned.

Jenny just looked over at her, "I'm the Doctor's daughter, there's _never _only one of them with his luck in me."

~8~

The Doctor and Professor ran hand-in-hand down a road, Webley and the children marching behind them, the Doctor tracing them through the sonic, right to the castle where the remaining soldiers ran out with guns, shouting for Clara and Jenny to come out.

"Don't shoot, don't shoot!' the Doctor shouted, lifting the chessboard to block them as the Professor grabbed her blaster, "We're nice!" he looked over and quickly pushed her arm down, "Please, don't shoot."

"Clara, Jenny!" the Professor smiled, seeing the soldiers standing down as the two arrived, "You haven't let them blow up the planet. Well done!" she laughed as Aeon ran to her, nuzzling her side, "Yes, hello Aeon."

"Thanks mum," Jenny smiled.

"Did you get the kids?" Clara asked immediately, "Are they alright?"

…and then she noticed the gold ticket stuck to the side of the Professor's slightly cyber-like face.

"What's going on?"

"Oh my God, mum!" Jenny ran to her, pushing her gun onto her back by the strap around her to examine her mother's face.

"You want to take this one dear?" the Professor asked the Doctor, "Trying to create a failsafe plan behind the mental wall so the Cyberplanner doesn't see it."

He nodded, looking at the girls, "A bit of a good news, bad news, _good news_ again thing going on. So, good news, the Professor kidnapped the Cyberplanner and right now she's mostly in control of that Cyberman."

"And the bad news?" Jenny winced, poking one of the metal bits.

"Bad news, the Cyberplanner's in her head. And, _different_ bad news, the kids are, well, it's complicated…"

Clara stiffened, "Complicated _how_?"

"Complicated as in…walking coma," the Doctor hid behind the chessboard and stepped back, revealing the kids standing there with the blinking devices attached to them as he moved behind them.

Clara ran forward, touching them briefly, before staring at the Doctor, "Please tell me you can wake them up."

"Hope so," he sang, rushing around them and back to the Professor's side, scratching Aeon's head as the tiger looked at him.

"Professor?" she turned to her, if the Doctor couldn't the Professor could.

Maybe…

Right?

"Should be able to," she nodded, "Just need to hack into the Cyberplanner's controls a bit…"

"What's the other good news?" Jenny asked.

"Well, other good news," the Doctor smiled, "There are a few more repaired and reactivated Cybermen on the way, and…"

"The Cyberplanner's installing a patch for the gold," the Professor cut in, "Which really _isn't _good news at all," she looked pointedly at the Doctor.

"Right," he winced, "Well, good news…good news…the Professor's got a very good chance of winning her chess match! And what a doozy it is," he smiled at her, "The only one who could offer a challenge in chess is yourself and that's who you get to play. Sort of."

"What?" Clara and Jenny shook their heads, even Aeon looked confused.

"I'll explain later," the Professor frowned, rubbing her head, "We need to be a bit quick right now," she looked at the Doctor, "Get me to a table and tie me up! Tightly, immobilize me entirely, I'm serious, only hands free for chess, and dear," she looked at the Doctor, tossing him her blaster, "Best keep that away from me for now."

Before she turned to head into the castle, Aeon rushing after her, sensing something wrong with her.

"Let's go people!" she called back to the soldiers as they just stared after her, sparking them into moving.

The Doctor smiled and looked at Clara, "Trade you?" he offered her, nodding at the button for the bomb still in her hand.

Clara quickly handed over the thing that could kill them all for the little blaster.

~8~

The Professor had to smile as she sat in a chair before a small table in the throne room of the castle, the chessboard set up before her, "Every time I've imagined it," she mused to the Doctor as he tied her up, "Hasn't quite been like this."

"Imagined what?" he asked, unable to see into her mind with her barriers up so high to block the Cyberplanner.

"You," she whispered into his ear as he moved to tie her back to the chair, nuzzling the side of his face, "Tying me up."

He paused, froze really, his hands shaking, his eyes wide at that as he looked at her, "What…"

"I imagined it more on a bed than in a chair and behind closed doors instead of with an audience," she nodded to the side where Jenny and Clara were standing with Aeon, who was watching her intently, the kids and Webley off to the side, beside the bomb that would implode the planet.

"You…" he swallowed hard, unable to comprehend what she was saying.

She laughed and sat back, reaching up a hand to pat his cheek, "When we sort this out dear," she smirked, tugging him closer to kiss him, "Save the ropes."

His mouth went dry and he could only walk around to the other side of the chessboard, blushing terribly.

"Dad?" Jenny frowned, seeing his dazed state, "You alright?"

"Did the Cyber…thing say something?" Clara wondered.

"No, no," he shook his head, "It was the Professor," he looked back at her as she smirked, and realized what she'd done, "You are SUCH a tease my dear."

"Because you, my love are such an easy target," she laughed.

She knew how worried he was about everything, about the Cyberplanner being in her head and the (very slim) chance that she might lose her chess game, and had just…wanted to get his mind off it for a moment. What better way than to flirt with him? Even if she hadn't really been serious. Still, it was always fun to see him turn that shade of red.

"Ready?"

He nodded, "Ready."

She took a breath and wiggled, testing out the ropes, "Good. I won't be able to move, but hands free," she looked at the others, "_Don't_ get too close to me, no matter what I say, understood?"

"Why?" Clara frowned.

"Mum's not just good at using a blaster to defend herself," Jenny told the woman, "Hand-to-hand combat she excels in too. She's worried the Cyberplanner might grab one of us."

"Right," Clara nodded before shaking her head, "Sorry, but…you're playing chess with yourself?"

"And winning," the Doctor smirked.

The Professor winked at him and pulled the gold off her cheek, not even wincing, only her head tilting to the right, "Actually, she has no better than a twenty five percent chance of winning at this stage in the game. Some very questionable moves at the beginning," she smirked up at the humans as they stepped closer, eyeing her, "Hello, flesh girls. Fantastic. I'm the Cyberplanner."

"Doctor is that…" Clara frowned, seeing Aeon tense and growl faintly under his breath, sensing the change in her as well.

"Mum?" Jenny eyed her, knowing it wasn't her.

"Afraid not," she laughed, "_I'm _working the mouth now. Allons-y as the Doctor would say. Oh, you should see the state of these neurons," she tapped her head, "She's had some rather large cowboys in here. Ten complete _rejects_."

"They were NOT rejects," the Doctor leaned in and glared at the Cyberplanner for talking about the Professor's past regenerations like that.

"Really? Then why was she so _happy_ to be rid of them?" she countered, "Even that first one, the one with _you_," she pouted in a mock-sorrowful way, "Oh, poor her, her love runs off and leaves her alone, didn't you ever wonder_ how _she regenerated that first time? Why it happened?"

The Doctor tensed, no, he really didn't actually. Neither of them felt comfortable telling the other how they'd _died _previously, not wanting the other to suffer in knowing they hadn't been there. They had vague senses, of course they did, but…they hadn't exactly _talked _about it at length.

The Cyberplanner chuckled darkly, "Let me tell you a secret," she leaned in, "She couldn't bear the sight of looking in the mirror and seeing the same person in all the pictures she had of you," she smirked, "What do YOU think she did."

"Shut up," Jenny cut in, glaring as well, "Don't listen to her dad, that's NOT mum."

"No, I'm not," she nodded, "But I know who you are. Oh, the daughter who _isn't_ hers," she laughed, "All you are is a soldier who _looks_ like her but you'll never be hers, not really. And you," she turned her head to Clara, "The impossible girl. Oh, those two are very interested in you."

"Why am I impossible?" Clara frowned, looking between her and the Doctor.

"They haven't told you?" she laughed, "Oh, dear me. Listen, soon we'll wake. We'll strip you down for spare parts, then build a spaceship and move on."

"More Cybermen," Jenny frowned.

"They're waking from their tomb right now. You can either die or live on, as one of us."

"The Doctor will stop you," Clara stated.

"Really?" she scoffed, "How's he going to do that? He'd NEVER hurt his precious Professor."

"No," the Doctor smiled, "You're right, But here is something ELSE I can do," and with that he lunged forward and _forced_ himself to kiss her deeply, smiling into it, breathing a sigh of relief when he felt_ her_ kiss him back, the _Professor_ kiss him back.

"Oh thank God," the Professor panted as they pulled away, "Thanks."

He just winked at her, "Ah ha, a kiss, best way to initiate a neural surge eh?"

"Just what I needed," she nodded, "Thank you."

"No problem at all."

"Mum, you alright?" Jenny asked.

"Better now," she nodded.

"Why am I the impossible girl?" Clara cut in, crossing her arms, something about that…it bothered her. It was like…she was only interesting to the Time Lords because they saw her as that and not as Clara.

"It's just a thing in her head," the Doctor tried to wave her off.

"I'll explain later Clara," she added.

"This chess game," Jenny eyed the board, "What are the stakes?"

The Professor sighed, "If she wins, I give up my mind and she gets access to all my memories, along with knowledge of time travel and warfare. But, if I win, she'll break her promises to get out of my head and then kill us all anyway."

"That's not reassuring," Clara shook her head, not understanding how the Professor could be so calm about that.

"It is when you know she's not going to succeed in either regard," the Professor smirked.

"Please tell me you can fix whatever happened to the children."

"They're fine," the Doctor waved her off, looking at the Professor intently, seeing her tilt her head to the right, knowing what that meant, who that meant was in control at that moment, "Right now their brains are just in standby mode."

"That is _not_ fine!"

"Listen," the Cyberplanner cut in, "Right now they have a much better chance of getting out of this situation alive than _you_ do."

"Which one of you said that?" Jenny demanded, having a very good idea but not wanting to take that risk. She knew her mother well enough, she liked to think, nowhere near as well as her father, she knew, but she could tell…that wasn't like her mother.

"Me," she smirked, "Cyberplanner. Miss Brilliant. Now, if you don't mind, I have a chess game to finish, and you have to die, pointlessly, and very far from home. Toodle-oo," she waved her fingers.

Then tilted her head to the left, "_Don't _listen to her Clara," and they could all tell it was the Professor looking up at her, "_No one_ here will die today."

"Jenny," the Doctor turned to her, "You and Clara take Aeon and go warn the troops, try and figure out some way to keep the Cybermen back."

"What about you?" Clara asked.

"I'm gonna keep an eye on her," he nodded at the Professor/Cyberplanner as she moved back to her chess game.

"Come on Clara," Jenny nodded her off, leading her out of the room, Aeon going with them.

~8~

"There are more Cybermen on the way," Jenny informed what was left of the platoon as she and Clara stood with Aeon before them near the courtyard of the castle.

"There's at least a dozen more shots left in the gun before it needs to recharge," the ginger man nodded at the Anti-Cyber gun in her hands.

"We might have more than a dozen Cybermen to worry about."

"What's that cable?" Clara asked, seeing a large, thick one running along the ground.

"Power line for the park," Porridge remarked.

Clara looked at Jenny, "What'd happen if we unhooked the end, dropped it into the moat, and turned it on?"

"Fry anything alive that entered the water," Jenny smiled.

"Can Cybermen fly?"

"Nope."

"First good news of the day!" Clara cheered.

Jenny nodded and turned to the men, "Do it."

~0~

The Professor jerked, "Stop that," she glared at the Cyberplanner in her mind, "I felt that one."

"Of course you did," the Cyberplanner smirked, "It's time to get up. Wakey, wakey, boys and girls. Wakey, wakey!"

The Professor looked over as the monitors behind the Cyberplanner flickered on once more, red dots lighting up all over it, the Cybermen moving.

~8~

"What are you looking at me like that for my love?" the Professor asked, seeing the Doctor eyeing her intently as she hesitated her next move.

"No reason," he crossed his arms, straightening.

"You're trying to see if I'm me or the Cyberplanner," she smiled, "You don't have to worry, the Cyberplanner's hibernating between moves right now."

He just eyed her, the Cyberplanner hadn't hibernated before, "Prove you're her. Tell me something only she would know."

She smiled, "I know that you think the bow tie is cool."

He shook his head, "No, no, tell me…" he paused to think a moment, before smirking, "Tell me my name."

She blinked, her smile slowly fading.

He chuckled darkly, "The Professor was right, I _do_ know her better than anyone, I can_ tell_ when it's her and when it's not! Your expressions, the look in your eyes, even the way you breath, isn't like her. I would really rather like my Bonded back. Just finish the game and…" he began pointing at the chessboard with the trigger to the bomb.

The Cyberplanner suddenly reached out her left hand and grabbed his wrist tightly, her knuckles white from the force of it, "Give it to me!" the Cyberplanner demanded…

When she grabbed her left arm with her right hand, "NO!" the Professor shouted, yanking her arm away, "You DON'T hurt him!" and slamming it down onto the table, "Do you understand me!?"

Her head jerked to the right, her face frowning, "How dare you stop me?!"

"I have had worse things than YOU trying to control me," the Professor spat, looking to the left, "You'll have to try harder than _that_!"

"Oh I will," the Cyberplanner smirked, "Because guess what? They're here!" she shouted, laughing.

The Professor gasped, "Doctor, the Cybermen are advancing! You need to warn them!"

The Doctor nodded and ran out of the room.

~8~

Jenny and Clara stood at the battlements, looking out at the moat, Aeon tense beside them, seeing rows and rows of thousands of Cybermen across the park, all surrounding them, "One gun, five hand-pulsers, and a planet smashing bomb that doesn't work anymore," Jenny mumbled, absently reaching over to stroke Aeon, needing some reassurance.

Clara rubbed her head, "Has he always been…that butterfingered?"

The Doctor had run out of the castle, shouting at them that the Cybermen were coming…only to trip over the power line they'd moved and the button went flying…

Right into the moat and been electrocuted, short circuited…destroyed really.

"Yeah," Jenny sighed.

They watched, hopeful, as a Cyberman stepped into the moat…getting electrocuted and powering down.

"Brilliant!" Clara breathed.

"I wouldn't say that just yet," Jenny murmured, watching them. She'd learned enough from her mother to never underestimate an opponent, to never think they were down for the count till the count was over.

"But it's working!"

Jenny just held up a hand, watching as the Cyberman recovered.

"Upgrade in progress!" the Cyberman reported, straightening more and continuing to walk through the moat.

"Damn," Clara breathed.

Jenny spun around, "Right, I think I'm the best shot here," she looked at the platoon, "Anyone disagree?" none of them did, "Right, I'm going to shoot any of them who make it across. The rest of you, take defensive positions. Porridge?"

"Yes?" he looked up.

She smirked, "Best keep yourself safe."

She grabbed Clara's hand and pulled her through the castle to the courtyard they'd tried to barricade.

Porridge watched them go, watched the Cybers reach the gates...

~8~

"I've learned so much from you, _Professor_," the Cyberplanner smirked as the Doctor watched the battle out the window of the throne room, "It's been an _education_. But now, it's time for the endgame," she looked up at the Doctor, "They're nearly here," she smirked at him before looking at the chessboard, "Now, you can either take my bishop, limp along a little longer, or sacrifice your queen, get the children back. But it's mate in five moves, and_ I_ get your mind."

The Doctor watched as Jenny took out Cyber after Cyber, Clara slapping the heads of any that got distracted by the blasts, Aeon beside her, throwing himself at any that got too close to Clara as she tried to help Jenny.

"Take my queen then if you're so eager of this to be over," he heard the Professor say, "Give me back the children."

The Cyberplanner scoffed, "Emotions. Can't you see what a foolish move that was? You've lost the game!"

"Have I?" she smiled, "I'd like the kids back. Now."

He looked around as Angie and Artie fell to the ground, running over to them, scanning them quickly with the sonic, removing the devices from their temples.

"Emotions, Professor, all for two human children you barely know," the Cyberplanner continued, "And it was a _pointless _sacrifice anyway. So, do you think the children's death will affect your relationship with Jenny? Hmm? Do you think she will hate you for letting to children who _aren't yours_ die as well?"

The Professor shook her head, "Actually I think she'd see them more as collateral damage."

The Doctor looked over, the sound of firing going on down in the courtyard starting to die down, he could hear Jenny and Clara shouting, Aeon roaring, could hear them calling to the other members of the platoon, and knew that the Cybers were gaining on them.

"Welcome to Webley's World of Wonders, children," Webley began, advancing towards them as Angie woke, "Now presenting delights, delicacies, and death."

"Doctor!" Angie gasped.

"Angie, look after Artie," he called, standing, flashing the sonic at Webley shutting him down, having gotten the signal source from the Cybermite and the codes from the components on the Professor's face.

"Your move," the Professor crossed her arms, nodding at the window to the Doctor as he ran over to see the girls had run out of a charge in the Anti-Cyber gun, the Cybers slowly closing in, "But before you take it, just so you know, sacrificing my queen was the best possible move I could have made. The Time Lords_ invented_ chess, Earth adapted it over the years, but I've always had a fondness for it. And, do you realize, no matter what, win or lose, I _will _still stop you."

"How?" the Cyberplanner scoffed as the children picked themselves up, frightened at how she seemed to be speaking to herself but just knowing it was someone else who was replying to her, "Do you _really _think you could stop me?" she started laughing, "You've used your last move and for what? Children? Ha! And now…_I'm_ going to kill them all. Oh no, not just little Clara, not just the precious children, but all your past Companions, your daughter, your Bonded, I will kill _every last one of them_ and make you _watch_. What?" she smirked, "So quiet now?" before slipping into a baby's voice, "Is the wittle Proffy scawed?"

The Doctor strode up to the chessboard and leaned down, "She's not."

"And how would you know?" the Cyberplanner smirked up at him.

"Because I know my Bonded better than you ever could even being in her mind and I know she's angry right now. She's letting it fuel her, she turning it from blindness to sharpness, she's using it to make a plan, to strike back at you, to gain _control_!"

The Cyberplanner laughed, "I'M in control. What's she going to do about it?"

The Professor jerked, gasping as she looked at the Doctor, "Cut me loose! Quickly!"

He ran to do just that as Angie shouted, "No you can't trust her!"

But the Doctor didn't listen, sonicing the ropes around her loose, "You want to know what I'm going to do?" she spat at the Cyberplanner, "_This_!"

And with that, she ran out of the room, the children and the Doctor following her as she ran through the castle…right out the front doors and into the courtyard where the Cybermen had cornered Jenny, Clara, Aeon, and two other men from the platoon.

She grabbed the mace a Cyberman had yanked from Clara and thrown to the side, scooped it right up and slammed it against the Cyberman's head, knocking it clean off, "Clara, blaster!" she turned, holding her hand out as Clara threw it to her, "That was the _biggest_ mistake of your life threatening _my_ family," she nearly snarled at the Cyberplanner, "You threaten mine, I _go after_ yours!"

She didn't give the Cyberplanner even a moment to respond, to gain control, as she ran at the Cybers, the humans backing away in awe as she literally tore them apart with just a mace and blaster, knocking their heads off, taking their legs out from under them, crippling their weapons arms, firing her blaster right through the eye holes and destroying the brain matter with in, till all the Cybers that had gotten into the courtyard so far, fell to the ground, a pile of scrap metal.

"Oh. My. God," Clara breathed, she hadn't believed it when they'd said the Professor was a soldier…but…she really, _really_ was.

"Mum!" Jenny shouted as the Professor screamed and fell to her knees as soon as the last advancing Cyberman had fallen, the last that had broken through, her and the Doctor running to her side with Aeon, the tiger nuzzling his head to her side, trying to support her as she put an arm around his neck.

"Stop her," the Professor panted as they reached her, gripping the left side of her head, "She's trying to stroke out my brain, shut it off to carve her way into it, you need to stop her!"

The Doctor nodded, grabbing one of the pulsers that had fallen on the ground and sonicing it, "I'm sorry…" he whispered to her, cupping her face with one hand, "It'll hurt."

"Been through worse," she offered a strained smile as Jenny reached out and took her hand, "Do it!"

He nodded, pressing the pulser to her temple, wincing as she screamed, clutching Jenny's hand, and collapsed to the side, the cyber components gone.

The Professor gasped as she rolled over, the Doctor immediately pulling her into his arms. She laughed, hugging him close, "Hello," she whispered into his ear.

"Hi," he laughed, kissing her quickly.

"What happened to the Cyberplanner?" Jenny asked, letting out a breath of relief as she pet Aeon before the tiger turned into a kitten and jumped onto her mother's lap.

"Out of my head and redistributed across three million Cybermen right now," she grabbed the Doctor's arm and used it to heave herself up to her feet, Aeon in her one hand, "And about to wake them all up, kill us, and start constructing a spaceship."

The Doctor nodded, "We need to destroy this planet before they can get off it," he decided, taking her hand and leading them away, back into the castle, to the throne room where Jenny and Clara had moved the bomb, "Ok, can't ask the captain to do it," he looked at Jenny, "You whacked her really hard."

The Professor smiled, "That's my girl," and hugged her from the side.

The Doctor rubbed the junction of his own neck a bit in memory, "But it has a fallback voice activation."

"I think you should ask Porridge," Angie said.

"Why?" Clara asked her.

"He's the Emperor," Jenny and the Professor stated at the same time.

"I bet he knows the activation codes," Angie nodded as Clara just stared at her, "Oh, come on. It's_ obvious_. He looks exactly like he does on the coin, and on the waxwork, except they made him a bit taller."

"You are full of surprises," Clara smiled at her, before turning to Porridge as the man stood next to the bomb, "Porridge?"

"She's right," Porridge sighed.

"So you can save us?"

"We all die in the end. Does it matter how?"

"What do we do?" the fat soldier called from the window, seeing the rest of the Cybermen starting to break through into the courtyard.

"I don't want to be Emperor. If I activate that bomb, it's all over."

"And if you don't, _three million Cybermen_ will spread across the galaxy," the Professor reminded him.

"Isn't _that _worth dying for?" Jenny asked him.

"You don't understand…" he began.

"Three million Cybermen!" the Doctor shouted.

"The bomb, the throne, it's all _connected_. I just have to say this is Emperor Ludens Nimrod Kendrick, called Longstaff the 41st, the Defender of Humanity, Imperator of known space. Activate the Desolator. And it's done," they looked down as the bomb activated, the Doctor sonicing it, "It'll blow in about eighty seconds. Easily long enough for the Imperial Flagship to locate me from my identification, warp jump into orbit, and transmat us to the State Room."

Porridge took a deep breath and closed his eyes, all of them looking around as they were teleported into a rather large, ornate room, with purple banners, a large window showing the planet.

Aeon mewed and squirmed till the Professor set him down, the kitten running around the room to the different people and guards, sniffing and inspecting them.

"Oh yeah," the Doctor spun around, looking at it.

"Nice ship," the Professor nodded.

"Bit big."

"Not blue enough."

"Listen," the Doctor moved to Porridge's side as he stood beside his small throne, "There is a large blue box.

"At coordinates 6-ultra-19-P."

The Doctor pointed at her, "We need it transmatted up here."

"Quickly if you please."

Porridge just eyed them oddly a moment, opening his mouth, about to ask something when he saw Clara shaking her head. He shook his too and looked at a young woman standing at one of the teleport controls, "Right. Did you get that?"

The woman nodded and got to work, the Doctor looking at his sonic a moment later when it beeped signaling the TARDIS had been returned.

"And that's that," Porridge sighed as they turned to the window, Aeon dashing past him to rush to the window, hopping onto his back legs, his front paws resting on it as he looked out, "76, 77, 78, 79…"

And the planet exploded, actually shaking the ship a bit, startling poor Aeon as he yowled and ran back to them, to Jenny, hiding behind her legs till the girl knelt down and picked him up, cuddling him to calm him.

"Farewell, Cyberiad," Porridge murmured, "You know, it was good to get away. Good to be a person and not to be lonely, or Emperor of a thousand galaxies with everyone waiting for me to tell them what to do."

"Can't you run away again?" Artie looked up at Porridge as he stood before his small throne.

"They'll be keeping a close eye on me this time. That's what happens when you're Emperor. Loneliest job in the Universe."

"You don't _have_ to be lonely," Clara reminded him.

He smiled, "I don't…" and turned to look over Jenny, "Jenny, will you marry me?"

"What?" Jenny blinked, her eyes wide, freezing, Aeon in her hands.

"He said…" Artie began.

"She _heard_ what he said," Angie cut him off.

"You're smart and you're beautiful and you're brilliant, not just at strategies and defenses and protecting people," Porridge smiled at her, "And I've never met anyone like you before. And being Emperor won't be as hard if_ you're_ by my side. And you'd rule a thousand galaxies."

The Doctor crossed his arms, glaring a bit, "I think the_ proper _way to go about this is to ask the _father's_ permission first!"

The Professor smiled, "Oh come now dear," she linked her arm through his, "Why don't we let Jenny handle this herself."

Jenny looked at her parents and then Porridge, and gave her most diplomatic answer, "I don't want to rule a thousand galaxies."

"Yeah. Silly of me," Porridge looked down.

"But…" Jenny cut in, "I'd like the chance to try and protect them."

Porridge looked up at her again, his eyes wide.

"I've seen your military and I think it could use quite a fair bit of work," she laughed, "I'd like the opportunity to help train them up a bit, mum taught me how to fight," she winked back at the Professor, "And dad taught me how to defend," she smiled at the Doctor before she turned back to Porridge, "What do you say?"

"Welcome to the Advanced Guard," he smiled at her, she wasn't going to be his wife, but at least she'd be a confidant, a friend, for however long she wanted to stay.

"Brilliant," Jenny beamed.

The Doctor and Professor looked at each other sadly, they'd…been hoping they could ask Jenny if she wanted to travel with them. They'd been trying so hard for children, having Jenny around would be nice, would remind them that it HAD happened (in a way) and might again (in a more natural way). But that girl was just like them, wanted to help, wanted to be strong and independent and brilliant, and she was.

But…she was also their _child_.

"Jenny," the Professor called, taking a breath, "Why don't you…why don't you keep Aeon with you."

Jenny stared at her, her mouth falling open, "What?"

The Doctor nodded, seeing where the Professor's mind had gone, "You know we hated that you were travelling on your own," he reminded her, "That we'd never know if you were safe till you contacted us next…Aeon," he looked at the kitten who was staring at them with wide eyes, as though understanding what they were saying, "He can protect you when we aren't there."

"But…" Jenny shook her head, she knew what Aeon was, what a Keroberos was, "He's meant to protect your children!"

"And you ARE our child," the Professor reminded her, "We want you to be safe."

"But…"

"When we have children," the Doctor cut in gently, "Then you can give him to us as a gift, your first ever gift to your brother or sister," he smiled, "But till then," he nudged her chin, "Please, so we know you'll always be safe."

Jenny nodded slowly, tears in her eyes that her parents cared that much about her that they'd give up Aeon, well, loan him really, to her to protect her.

"You," the Professor leaned in to point at Aeon, "Had better keep our daughter safe."

Aeon yowled, almost as though he were offended by her lack of faith in him, cuddling closer to Jenny in the most adorable, protective way, making the Time Lords laugh.

"And you," the Doctor pointed at Jenny, "Had better keep your communicator with you too."

"Give us a call every now and then," the Professor added.

"And if any other boys come around to ask for your hand, you send them to me," the Doctor nodded as they hugged her tightly.

"Oh the only man in my life is you dad," Jenny smiled, "He'd have to be one hell of a man to top you…and not be scared of mum."

He beamed at that, nodding at Porridge, the Professor saluting him as they turned to head out with the kids and Clara, Jenny waving them goodbye, placing Aeon on her shoulder as the kitten meowed at them as well.

~8~

"Thank you for having me," Artie shook the Time Lords' hands as they touched the TARDIS down back at their home, "It was very interesting."

"Our pleasure," the Professor laughed at the little gentleman, "Thank you for coming."

"Now, we've got something for you," the Doctor pointed at Angie, "It's not from us, it's from the TARDIS," he turned and ran around the console as Angie chased him, turning around when he got right back where he started, "Ah. New phone," and held one out to her, her previous phone had been eaten by Cybermites.

"Thanks," Angie smiled down at it.

"You're welcome."

"Sorry I said this box was stupid," she smiled, turning to leave.

"Bye," the Time Lords called.

"Bye. Thanks, Clara!"

"Thanks, Clara's friends!" Artie added as they headed out of the box.

"Thank you," Clara said as the doors shut, the three of them leaning against the console.

"For what?" the Professor smiled at her.

"Kid's day out. Getting us off the planet alive. Whatever you were doing with the Cybermen. Good night. See you next Wednesday," she laughed and headed for the doors as well.

"Well, _a _Wednesday, definitely," the Doctor called, waving at her, "Next Wednesday, last Wednesday…" till she left, "One of the Wednesdays."

"The impossible girl," the Professor shook her head as the doors shut behind Clara.

The Doctor nodded, "A mystery wrapped in an enigma squeezed into a skirt that's got nothing on yours," he kissed the Professor quickly.

"I wonder what she is," she murmured, before sighing, "I miss Jenny already."

"Well then," the Doctor grinned, taking her hand, "I know exactly how we can see her again."

"Take the TARDIS two years into her future?" she guessed.

"Nope."

"Then how?"

He turned her, taking her other hand and squeezed them, "Well…she has to see us to give Aeon back WHEN we have a child, right?"

"Yes…" she said slowly, not quite sure where he was going with it.

"Well then," he kissed her quickly, "I think we had better get on that," he smirked, "The sooner we do, the sooner we see Jenny again."

She laughed, "I love the way you think," she told him, kissing him quickly before pulling out of the room.

A/N: Awww, I hope you liked this chapter :) Yay Jenny! :) When I saw this episode, ALL I kept thinking was how many lines Clara gave that I could SO see Jenny doing and then started thinking what would it be like if Jenny _was_ there? And now Jenny sort of gets a connection to her parents in the form of Aeon, taking care of him and bringing him back when/if they have a child :) Awww :) I HAD to add the part where Porridge proposes and make if for Jenny, just because _the Doctor's_ right there and that's his daughter! ;)

I can say that, for anyone who reads the Lunar Cycle as well, that we'll be seeing Jenny there too, in 1 episode...along with Older LJ AND Captain Jack ;)

But getting back to this chapter, the Professor does seem to have a habit of pushing the Doctor out of the way and taking hits for him, the Krafayis, the poison of the Judas Tree, just to name a few so I thought, she'd definitely push him out of the way here and...I really wanted to see a Cyber-Professor :) I made her slightly different, the mental landscape they go to, just because it's a different person with a different frame of mind and things. I hope it was ok :) Lol, that line about getting tied up, I kept thinking about River and her handcuffs and that whole joke in the show and thought, why not? I think she's kidding and just wanted to get his mind off what was happening, distract him for a moment :)

Oh man, we're SO near the end! One more chapter left! I can say, I'm going to be doing more what I did in the previous chapter, following the sequence of events from the Doctor/Professor's POV, so we won't get clips of Clara in the beginning, just near the end ;)

Some notes on reviews...

Well, I can say that...if they don't have a child by the next chapter...they won't for the rest of however many stories I write of The Academic Series :( Just because I try to have a different sub-plot for each story and I have one in mind for Series 8 so I really don't want to continue the sub-plot here of them having children. So...tomorrow will be the deciding chapter :( That is a lovely name though :) I'm not quite sure if I'd name their child that just because Gwen, from Torchwood, named her daughter Anwen and, if I have any chapters with Jack popping up, it might be confusing for him :)

I really have no idea how I do it :) I try to pre-write a lot, as much as I can (I've fallen a bit behind though), so that the chapters are mostly ready but just need to be edited, on average, a chapter of this series takes about 3-4 hours to edit completely :) I'll be sad when it's over (tomorrow! omg!) too. I have a small spin-off series, Recollections, which was meant to be the off-screen adventures that were mentioned in the show written out more (like Space Florida or the Orient Express in Space) but I've been taking a few prompts here and there if I can work them into off-screen adventures. That's probably the only new adventures I'd be doing for the Professor :) I'll be resuming that series when my second OC series (the Lunar Cycle) is complete for Series 7, and I update that one about twice a month :)


	15. The Name of the Doctor

A/N: 2 quick things, this chapter will follow Keta's POV, so the Clara-everywhere scenes will be later and not right at the beginning. And, I know that in the show the 1st Doctor was sneaking into a TARDIS with Susan as an old man, but as this is fanfiction, I'm going to tweak that just a little bit to fit to the story I've laid out for them. He's not an old man with Susan, but just him, a younger 1st Doctor, trying to get off the planet alone before the Professor finds him after his separation from Mayra. That's all that I tweaked for him, sorry!

~8~

The Name of the Doctor

Clara gasped as she fell forward, half landing on a table, now finding herself sitting down and not in her room holding a letter…and about to pitch forward onto her floor in a dead faint. She pushed herself up to see she was in a quaint, screened room with lightly moving designs on the walls, a table before her with Vastra, Jenny, and Strax sitting there, sipping tea. The last thing she remembered was getting a letter from Vastra and a candle that was supposed to make her fall asleep, into a trance, for some sort of 'conference call' and then reading that the paper she was holding had been laced with the same substance as the candle…well, that explained that at least.

"So glad you could make it," Vastra smiled at her.

"Where am I?" Clara looked around as Vastra poured her some tea.

"Exactly where you were, but sleeping," Jenny reassured her.

"Time travel has always been possible in dreams," Vastra explained, sliding her the cup, "We are awaiting only one more participant."

"Oh, no," Strax huffed, "Not the one with the gigantic head?"

"It's hair, Strax," Jenny rolled her eyes.

Strax sneered at the word, "Hair…"

Vastra shook her head, "She is the goddaughter of your most honored warrior," she reminded the clone, "You had best show her the respect she deserves."

Strax just pouted.

Clara frowned as she looked at the only empty seat, the one beside her, was another potato thing going to appear?

Which, one could imagine, was why she was quite shocked when a lovely woman with brown curly hair appeared in a puff of smoke instead of a walking potato…did they even have female potatoes?

"Madame Vastra," the woman, none other than River Song, smiled at the lizard woman.

"Professor," Vastra nodded in greeting, gesturing at the teapot and cups set up on the table, "Help yourself to some tea."

"Why thank you," River smirked, and picked up a teacup, only for it to turn into a champagne flute with the sparkling liquid inside it.

"How did you do that?" Jenny stared at her.

"Disgracefully," she laughed, before catching sight of Clara staring at her in curiosity.

"Ah," Vastra noticed this as well, "Perhaps you two haven't met. This is the Doctor's companion. That is, his current travelling assistant."

"Assistant?" Clara frowned at that, she actually preferred it when they called her their granddaughter compared to that, even if them calling her that made her feel a bit like a child.

"Have you gone a darker green?" Strax asked Vastra.

Vastra just hissed at him a moment, before smiling at Clara, "Cla…"

"Clara Oswald," River cut in, reaching out to shake Clara's hand, as none of them had physical bodies in this conference area, she could touch the girl, "I've heard a lot about you."

"You have?" Clara frowned, she'd never met the woman before, she didn't think.

River smiled, realizing this Clara hadn't met her yet, "Professor River Song. The Doctor and Professor might have mentioned me?"

"Oh," Clara's eyes widened, "Yeah. Oh yeah, of course they have. Professor Song. Sorry," she shook her head, embarrassed, "It's just I…I never realized you were a woman."

She'd heard them mention a Professor Song once or twice, she'd just thought it was some bloke. But…then again, they also mentioned a River who was their goddaughter but…that wasn't THIS woman too was it?

"Well, neither did I," Strax added.

"Perhaps we should get down to the business at hand," Vastra cut in.

"That might be good, dear, yes," Jenny nodded.

Vastra nodded and gestured at the center of the table where a hologram of a bald man with a crafty-looking face came up, "Clarence DeMarco. Murderer, under sentence of death. He offered us this in exchange for his life," she waved her hand at the projection and a few circles and lines came up imposed on the stars.

"Space time coordinates, "River recognized.

"This, M.r DeMarco claims, is the location of the Doctor's greatest secret."

"Which is?" Clara looked at them.

"We don't know," Jenny replied, "It's a secret."

"The Doctor does not discuss his secrets with anyone, my dear, save his wife and Bonded, the Professor," Vastra commented, "If you're still entertaining the idea that you are an exception to this rule, ask yourself one question. What is his name? What is the Professor's name even?"

Jenny flinched, putting a hand to her cheek a moment before shaking her head.

"Well, I know it," River smiled, "I know them both."

"What, you know their names?" Clara turned to her, her eyes wide, surprised, "They told you?"

"They had to."

"Why?"

River's smile turned softer, more reminiscent, "They adopted me."

Clara blinked, staring at her, so…not River the goddaughter then? Or did they name their daughter after their goddaughter? Oh life with time travelers was so confusing.

"That was all a long time ago though," River sighed.

"They've still never contacted you?" Vastra frowned at her.

"He doesn't like endings," River smiled sadly, "She doesn't like losing people. You remember how they were when they lost my mother and father."

Clara nearly spit out her tea at that, "What do you mean by lost?" she frowned, coughing a bit.

"Beware the Weeping Angels Clara," River turned to her, Clara blinking as she saw concern for her in River's eyes, "They are statues that can only move when you aren't looking at them. They took my mother and father, transported them in time to a moment not even the Doctor could go back to, forced them to live out their lives in the past."

"I'm so sorry," Clara whispered.

River smiled at her, "But the Doctor and Professor were there for me, as always," she looked at Clara, "And they'll be there for you as well, you are, after all, their granddaughter yes?"

Clara blinked, "How do you know that?"

River smirked, "Spoilers."

"What?"

Jenny shifted in her chair, suddenly uncomfortable.

River just turned back to Vastra after sending Clara a wink, "So what else did this DeMarco tell you? He didn't just buy his life with some coordinates. How did he prove their value?"

"One word, only," Vastra remarked, "A word even the Professor would accept as monumental."

River frowned, a word like that, for the creator of the 'one word test' to find it that important…it had to be something terrible, "What word?"

"A word I've heard in connection with the Doctor and Professor before. Trenzalore."

River tensed suddenly, "How exactly did he describe what he was giving you?"

Vastra waved her hand through the space-time coordinates and brought DeMarco's face back up, the hologram reciting, "The Doctor has a secret, you know. He has one he will take to the grave. And it is discovered."

"You misunderstood," River breathed, realizing what a terrible mistake had been made.

"Ma'am, I'm sorry," Jenny suddenly cut in, "I…I just realized I forgot to lock the doors."

"It doesn't matter, Jenny," Vastra waved her off, turning to River, "What misunderstanding? Tell me."

"No, ma'am, please. I should've locked up before we went into the trance."

"Jenny, it doesn't matter!"

"Someone's broken in," Jenny gasped, "Someone's with us. I can_ hear_ them."

"Jenny," Vastra turned to her, seeing her stiff and frightened, something was wrong, "Are you alright?"

"Sorry, ma'am. So sorry," she started to pant, trying not to cry, "So sorry. So sorry. I think I've been murdered…"

"Jenny!" Vastra cried as Jenny started to fade away before their eyes.

"What's happened to her?" Clara stood up, alarmed.

"Jenny, can you hear me?" Vastra tried.

"Speak to us, boy!" Strax ordered.

"Jenny!"

"You're under attack," River leapt to her feet, "You must wake up now. Just wake up. Do it!" she turned and slapped Vastra across the face, "You too, Strax. Wake up now!" before throwing her champagne in Strax's face.

"Oh my God!" Clara gasped, backing up toward River as men appeared, pale men, with no eyes, sharp teeth, in suits and top hats.

"Tell the Doctor," the creatures whispered as they advanced, "Tell the Professor. Tell the them."

"Tell them what?" Clara shook her head.

The hologram shimmered and Dr. Simeon's face appeared, no, not Simeon, the Great Intelligence, "Their friends are lost forever more, unless they go to Trenzalore," he recited.

"No!" River shouted, "You can't say that. They can't go there. You know they can't!"

Clara looked over, hearing someone that sounded like the Doctor faintly calling, "Angie? Artie?"

"The Doctor and Professor can never go to Trenzalore!" River insisted.

Clara blinked.

"Am I getting warm?" the Doctor called.

And woke up on the floor of her bedroom, hearing the Doctor calling out downstairs, the Professor laughing there as well…

~8~

The Professor sat on the sofa of the Maitland home, 'A Christmas Carol' open in her hands as she just read it. It really was her favorite Dickens story, she'd just gotten to the part where Scrooge had been taken to see his own grave when she had to close the book, unable to keep ready. The Doctor was being ridiculous…again…and THAT was far more amusing than any book ever written.

He was moving around the house, a blindfold on his eyes, calling out for Angie and Artie. They'd arrived a short while ago to see that Clara was asleep in her room and the children wanted to take that opportunity to go to see a movie as their father had gone next door to help their neighbor repair something. The Doctor had adorably tried to put his foot down…and so the children had pouted.

The Doctor had laughed and said that their pouts did nothing against him, nothing could beat the Professor's 'sad eyes' that she loved to give him…and then he'd pointed at her in warning and told her not to use them.

So…she suggested a game instead, Blind Man's Bluff.

The kids had grinned deviously at that, especially when she winked secretly at them, and insisted the Doctor go first and that the Professor not help him cheat, to which she'd crossed her hearts. She was actually a bit happy about that though, given the adventure they'd had the last time with the children and how exciting that had been, all that running around, she was happy to sit this one out. She'd been feeling just a little bit tired, probably an aftereffect of having the Cyberplanner in her head, she'd felt physically exhausted after that…not quite so tired as to disagree with the Doctor's rather brilliant plan on how to see Jenny sooner…but still, after THAT she'd slept for hours!

Who knew the Doctor could tire her out so much…

She smiled, seeing a faint blush creeping up his cheeks, having heard her thoughts. She was happy to sit on the sofa and watch him though, let him chase the children around for the moment and give her a small rest. At the moment he was wandering through the house, trying to 'find' the kids, not even realizing they weren't there any longer, "Angie?" he called, waving his arms out in front of him, "Artie?" he huffed and turned, instinctively knowing where the Professor was sitting, "Am I getting warm?"

"I can't quite answer that without laughing," she remarked.

"Why not? I'm pretty sure you have to tell me if I'm getting warm. I'm pretty sure that's in the rules…"

"Hello Clara!" she called, changing the topic, seeing Clara rushing down the stairs, before frowning, seeing her expression.

"Clara," the Doctor turned around, "How are you? Don't worry, everything is under control."

"What are you doing?" she asked him, before shaking her head, knowing that half the time he didn't have an answer for that and turned to the Professor, "What is he doing?"

"Oh, um, Mr. Maitland went next door, so I said we'd look after the kids," the Doctor explained, "They wanted to go to the cinema, but I said no. I said no, not until you wake up. I was _very _firm."

"At which point they suggested Blind Man's Bluff?"

"At which point _the Professor_ suggested Blind Man's Bluff," he corrected.

The Professor laughed and got up, moving to go to the Doctor's side, giving him a peck before she pulled the blindfold off him.

He pouted and looked around, "Where are they?"

"At the cinema," the Professor smiled.

"The little…_Daleks_," he huffed.

"They're just children dear," she reminded him, patting him on the chest, "You'd better not call our children Daleks."

He beamed at her, "Oh they'd never be that," he promised, winding his arms around her waist, "They would be the most amazing, astounding, wonderful things in the Universe," he gave her a quick kiss, "Quite the opposite of Daleks."

"So you're basically agreeing that we'll be having a son then?"

He chuckled lightly, swaying them back and forth, "What makes you think I said that?"

"You just described yourself," she tapped his nose, smiling up at him.

He grinned, kissing her, "I believe we agreed half me and half you."

"And twice as amazing," she nodded.

"Times eleven."

"As incredible as that would be," the Professor sighed, "I think there's something wrong with Clara."

"Why?" he frowned.

"We've been flirting a good long while and she hasn't stopped us," she whispered to him.

They looked over to see Clara sitting on the stairs, her arms crossed and resting on her knees, looking down at the floor as though staring through it, clearly deep in thought and upset about something.

They glanced at each other before moving to sit on either side of her, the Doctor putting a comforting arm around her as the Professor took her hand, "Clara," she squeezed the girl's hand, "What's wrong?"

Clara just looked up at them, a solemn look in her eyes.

The Doctor frowned, "What happened?"

~8~

The Doctor and Professor sat on the sofa in the Maitland sitting room, solemnly quiet, the Doctor lost in thought, the Professor on the arm of the sofa chair he was on, his arm around her waist, needing her closer, as close as she could be.

"So who was she?" Clara called as she made them some tea, knowing their nerves would probably need it, SHE needed it and she was only the messenger, "The lady with the funny name and the space hair?"

"An old…friend of ours," the Professor sighed, her hearts tugging at the thought of their goddaughter, where she had ended up, the_ only_ way she could have connected to Clara for that meeting.

"What, like the Doctor's ex?"

"Oh God no," the Professor grimaced, crinkling her nose at the thought of just how wrong that was on SO many different levels, which made the Doctor give her a small smile for it and kiss her nose, "My cousin is his ONLY ex, thankfully."

"River asked Vastra for the exact words," the Doctor murmured a few moments later, back to his thoughts, "What were they?"

The Professor reached out, lightly starting to run her fingers through his hair, hearing his voice choke with emotion near the end.

"'The Doctor has a secret he will take to the grave," Clara said as she walked over with the tray of tea, "It is discover…'" she trailed off, seeing the Doctor with tears in his eyes, sitting there, completely broken and…looking very much…_scared_, "Doctor?"

"It's alright," the Professor rested her head to his temple, whispering in his ear, "_It's alright Theta,_" she slipped into Gallifreyan, knowing he needed more comfort than English could provide, "_Nothing is going to happen to you._"

"_How do you know?_' he looked at her.

"_Because, my love, I won't let it,_" she smiled at him, reaching out to wipe a tear that had fallen with her thumb, lightly stroking his cheek after she'd finished, "_I will protect you to my last breath."_

He grabbed her hand and squeezed it, "_You can't protect me from death._"

She gave a nod at that, before adding, "_I can join you then._"

He looked up at her, startled, alarmed, to see her being entirely too serious, "_Don't you dare!_"

She smiled, "_Don't make me pull rank on you soldier._"

"_That's not really a threat anymore,_" he told her, starting to smile a bit, "_I rather like it when you do._"

"_Got you to smile though,_" she reached out and placed her hand on his right heart, him doing the same to her, before their hands met in the middle, "_We promised Theta._"

"_Nothing keeps us apart,_" he nodded.

She tugged his hand towards her, kissing it.

He smiled at her, taking a breath, "Sorry," he looked at Clara, "And it was Trenzalore? It was definitely Trenzalore?"

"Yeah," Clara breathed.

He nodded, bowing his head, holding the Professor's hand to his chest, before he kissed it, "Sorry," and got up, pulling her out of the house.

They ran to the TARDIS, getting in and heading down to the lower level, the Doctor just wanting to hide away a moment, just him and the Professor together, making a plan.

It lasted all of two minutes (which they were secretly glad for) before Clara entered, finding them, "Well?"

"Trenzalore," the Doctor sighed, "We've heard the name, of course. Dorium mentioned it. A few others," he got up and began to fiddle with the underside of the console, the mess of wires hanging from it.

"We could guess what it was," the Professor remarked, "But we never wanted to find out ourselves."

"River would know, though."

"River always knew," the Professor smiled sadly, and Clara eyed them.

River had said they'd adopted her, but she wasn't sure if it was literal or figurative, in a way they had adopted HER too.

"Right, come here," the Doctor held out a hand to Clara, "Give me your hand," he smiled as she instantly did so, not even hesitating to trust them.

"The coordinates you saw will still be in your memory," the Professor pulled a wire down, "I'm going to link you into the TARDIS telepathic circuit."

"Won't hurt a bit," the Doctor smiled as the Professor stuck her in the palm with it.

"Ow!" Clara hissed.

"I lied."

"Ok," she huffed, thinking of a new question to distract her from the dull throb in her hand, "What is Trenzalore? Is that your big secret?"

"No," they answered.

"Ok, what then?"

"When you are a time traveler, Clara," the Professor began, "There is one place you must _never _go. One place, in all of space and time, you must never, _ever_ find yourself."

"Where?" she breathed, unable to think of any place that could be that forbidden.

"You didn't listen, did you?" the Doctor sighed, sounding a bit exasperated, "You lot never do. That's the problem. Humans," he huffed, pointing at her, "You'd better get used to using that brain of yours missy, we won't have our granddaughter be a slacker."

Clara laughed at that a moment, before seeing him grin and give her a wink, realizing that was his way of apologizing for lying about her hand not hurting.

"You still didn't answer the question," she pointed out.

He rolled his eyes and moved his pointing finger to the Professor, "Proffy?"

"Stop calling me Proffy," the Professor muttered jokingly before turning to Clara, "'The Doctor has a secret he will take to the grave? It is discovered?'" she shook her head as Clara still looked confused, "He wasn't talking about _the secret_."

"No, no, no, that's not what's been found," the Doctor agreed, "He was talking about my…"

"_Our_," the Professor cut in, giving him a firm look, leaving him _no_ room to argue, nothing would keep them apart, not even death.

And he knew it.

They'd proved it on more than one occasion, the Pandorica, Lake Silencio, among so many others where one could have walked away, but the other stayed with them. Nothing and no one would tear them apart, not for long.

Clara smiled a bit, despite how solemn and morbid it might be, seeing that look in the Doctor's eyes as he gazed at the Professor, she could practically see his thoughts in that look…nothing ever would keep them from each other.

"Our," the Doctor breathed, feeling his hearts tug at the thought that she was that willing to die with him, "Our grave."

"Trenzalore is where we're buried," the Professor finished.

"How can you have a grave?" Clara stared at them as though the idea of them _ever _dying was ridiculous.

Because it was.

Those two would live forever, right to the end of the Universe and back…multiple times.

"Because we all do, somewhere out there, in the future, waiting for us," the Doctor pulled the wire out of her hand and they headed up the steps to the console.

"The trouble with time travel…you can actually end up visiting," the Professor nodded.

"But you're not going to," Clara shook her head, "You just said it's the one place you must _never _go."

"We have to save Vastra and Strax," the Professor argued, her sense of honor kicking in, recalling what Clara had told them, of the 'conference call,' of who had been there, what had happened, what might have happened when the others had woken, "Jenny too, if it's still possible."

"They…" the Doctor began, "They cared for us during the dark times."

"Never questioned us."

"Never judged us."

"They were just…_kind_."

"We owe them."

"We have a _duty_."

Clara shook her head, "Seriously, you have GOT to stop doing that."

They smiled and looked at her, "No point in telling you this is too dangerous?" the Professor asked.

"None at all," she nodded, "How can we save them?"

"Apparently…by breaking into our own tomb," the Doctor grabbed a lever and pulled it, the TARDIS reacting violently and instantly against it.

"What's that?" Clara gasped it was worse than anything she'd ever experienced in the box before, it was like the box was literally _trying _to hurt them!

"Mum's just figured out where we're going," the Professor called, "She's against it."

"We're about to cross our own timelines in the _biggest _way possible," the Doctor agreed, "And mum doesn't like it. She's fighting it."

"Scolding us probably."

"More like grounding us I'd say!" the Doctor tried to call above the noise.

"Hang on!" the Professor shouted, "Hang on!"

There was a terrible jolt, bangs going off, sparks flying, as they were literally thrown into the railings before the TARDIS shut down and stilled, the lights turning off, only the rotor still illuminated.

"Now what?" Clara breathed.

"She doesn't want to land," the Professor straightened up, "She's shut down."

"So we're not there?"

"We must be close," the Doctor reasoned, moving over to the doors with the Professor, opening them to look down at the depressing planet below them, dark, dying almost, with fire lines like magma cracking along it, "Ok," he swallowed, "So _that's_ where we end up."

"Could be worse," the Professor muttered.

"Always thought maybe we'd retire. Take up watercolors."

"Or bee-keeping," the Professor laughed, "Apparently not though."

"So, how do we get down there?" Clara asked, "Jump?"

"Don't be silly," the Doctor smiled, "We _fall_."

Clara stared at him as he shut the doors, just _knowing_ she wasn't going to like this.

The Professor nicked the sonic out of the Doctor's pocket, flicking through the settings, "Mum's turned off practically everything, _except_ the anti-gravs," she smiled, "Guess what I'm turning off."

She flicked it at the console and Clara screamed, the TARDIS plummeting towards the planet from space. The three of them grabbed onto what they could, as the box burned up in the atmosphere, heating up the room, before crashing, with a terrible thud, into the ground of the planet, the three of them able to hear cracking noises from the glass as they hit.

The Professor winced, "Sorry mum."

The TARDIS was NOT going to be happy about that.

The Doctor helped her up and slowly made his way to the doors, opening them, wincing as he saw the cracked glass panes as well, "Oops."

They looked up as they stepped out into what looked like a massive graveyard, the sky was stormy, the wind cold, the lightning flashing, everything dark and ominous.

"You ok?" Clara asked them as she followed them out, seeing that they both seemed reluctant to continue on further but knowing it needed to be done, "You're visiting your own graves. Anyone would be scared."

"It's not just that Clara," the Professor sighed, "We're time travelers. I've done more to frighten the Universe and the Doctor's probably time-travelled more than anyone else…"

"Meaning?"

"Meaning our graves are potentially _the most_ _dangerous_ place in the Universe," the Doctor answered, taking the Professor's hand, "Shall we?"

"Let's," the Professor nodded, squeezing his hand as they headed off.

"Gravestones are a big basic?" Clara asked as she followed them, eyeing the millions of gravestones around them.

"It's a battlefield graveyard," the Professor assessed.

"Our final battle," the Doctor murmured.

"Why are some of them bigger?" Clara eyed them.

"They're soldiers," the Professor shrugged, "The bigger the gravestone, the higher the rank," she paused, frowning as she sniffed a bit, "Do you smell that?" she looked at the Doctor.

"What?" he shook his head.

She shook her head, it was hard to describe…it…it smelled like the TARDIS had when it had been attacked by the Van Baalen brothers, like…something was leaking, like it was…decomposing. She crinkled her nose and rubbed it, she'd noticed her sense of smell had gotten rather sharp the last few days. It seemed like ever since they'd gone to Mercy, since she'd accepted that the Time Lords had experimented on her and embraced her new advantages, she'd begun using more of her senses, her eyes, her ears, she'd always used her sense of touch in her scanning, refused to use her sense of taste…she'd leave it to the Doctor to try and eat dead sand or lick a wall varnish…but her sense of smell had really begun to strengthen as well.

She turned around, "This way," she tugged him on, following her nose.

They only made it a short distance away from the TARDIS when they stopped short, seeing the largest monument they had _ever _seen, what looked like a giant version of the TARDIS, even with the light on top.

"It's a hell of a monument," Clara breathed, impressed.

"It's the TARDIS," the Professor frowned.

"I can see that."

"No," the Doctor looked at her, "When a TARDIS is dying, sometimes the dimension dams start breaking down."

"They used to call it a size leak," the Professor added.

"All the bigger on the inside starts leaking to the outside. It grows."

"When I say that's the TARDIS, I don't mean it _looks_ like the TARDIS, I mean it actually _is_ the TARDIS."

"Our TARDIS from the future."

"Well what else would they bury us in?" the Professor nudged him, trying to keep it light, trying to keep him focused and unafraid, "We planned to spend our lives in that box."

He nodded, starting to smile again, "Fitting we spend our afterlives there to," he agreed, "And with each other."

She nodded, "As it should be," giving him a quick kiss as they walked on.

"Clara," Clara turned, hearing someone call to her, only to see River Song, dressed in her lovely comfortable clothes she'd seen her in at the conference call, standing there, "Don't speak, don't say my name. They can't see or hear me. Only you can."

"Well, come on, then," the Doctor called, seeing Clara not following.

"We're mentally linked. It's the conference call. I kept the line open."

"Who are you talking to Clara?" the Professor pulled the Doctor back to her side, seeing her staring at something at eye level, like another person was there.

"We need to get…" the Doctor began before they trailed off.

"River," the Professor breathed, seeing a small little gravestone, completely unbefitting of the person buried there, with the name 'River Song' carved in it.

"That can't be right," Clara frowned as they walked over to it.

"No, it can't," the Doctor agreed, the two of them kneeling down to trace the inscription.

"She's not dead."

"She_ is_ dead, I'm afraid," the Professor murmured, the Doctor squeezing her hand, she still hated to think how she had acted around River during the woman's last moments, so cold and cut off, "She's been dead for a very long time."

"Yeah," River winced, "Probably should have mentioned that. Never the right time."

"But I _met_ her!" Clara defended.

"Long story," the Doctor waved her off.

"But her grave _can't_ be here," the Professor frowned, shaking her head.

"Doctor!" Clara gasped, seeing a few men stepping up, wearing black suits, top hats, their faces white with no eyes, the skin smoothed over, but with sharp teeth, approaching. She recognized them, the same men that had attacked the conference call!

"These two must fall as all men must. The fate of all is always dust," the men recited on a whisper.

"The Whisper Men?" the Professor frowned, "Seriously? But they're just _stories_! Like the Toclafane!"

The Doctor quickly flashed the sonic at them, but it did nothing.

"If it isn't my gravestone, then what is it?" River whispered into Clara's ear.

"What do you think that gravestone really is?" she asked the Time Lords as the Professor got her blaster out.

"The gravestone?" the Doctor glanced back.

"Maybe it's a false grave," River whispered and Clara repeated, "Maybe it's a false grave."

"Probably," the Professor nodded.

"Maybe it's a secret entrance to the tomb!"

"Maybe it's a secret entrance to the tomb!"

"Yes, of course!" the Doctor spun around and ran to the grave, "Makes sense."

"They'd_ never_ bury our goddaughter out here," the Professor agreed, "I'd_ kill _them!"

"Your what?" Clara blinked, that's who River was?!

But the only answer she got was the Doctor sonicing the gravestone, opening a hole in the ground that they fell through.

"Those who lie will lie no more when these two lie at Trenzalore!" the Whisper Men tried to follow them.

"Come on!' the Professor was up on her feet in an instant, grabbing Clara's hand as they ran down the passages, the catacombs.

The Doctor grabbed a torch and lit it with the sonic as soon as they were far enough away for the light to not be seen by the whisper men.

"Where are we?" Clara gasped.

"Catacombs," the Professor answered.

"I hate catacombs. So how come I met your dead daughter?"

"_God_daughter," the Doctor corrected.

"She's as good as," the Professor mumbled under her breath, she was really starting to get to her wits end about this, she had never wanted anything at the moment more than a child, and now…it really didn't look like it would be happening.

Times like these she wished the Doctor had a freezer in his pocket, times like these where the reality of it all hit her, that…perhaps…they were foolish to hope for a child…she just…wanted to hide away and do nothing but eat chocolate ice cream. She'd heard human women felt better after doing that, after eating something they really loved, that their sorrows seemed better. She could do with that right now. A nice little tub of ice cream, maybe with a bit of pickles, she'd heard that ice cream went well with everything and she'd found herself wanting pickles about three days ago.

And really, it wasn't quite so bad as the Doctor's fish fingers and custard!

"You know how it is when you lose someone close to you," the Doctor remarked to Clara, not having heard the Professor, pulling the Time Lady out of her thoughts, "We sort of made a backup."

"I died saving them," Clara heard River speak and turned to see her standing in the catacomb tunnel behind them, "In return, they saved me to a database in the biggest Library in the Universe. Left me like a book on a shelf. Didn't even say goodbye. He doesn't like endings and she doesn't like losing people."

Suddenly the image flickered as a Whisper Man stepped through River.

"Clara, come on!" the Professor grabbed her hand and pulled her on.

"Run!" the Doctor shouted, "Run!" they ran down a hall and burst through a steel door, "Come on, quickly, we're in!"

Clara screamed as a Whisper Man grabbed her arm.

"Clara!" the Professor grabbed her and bashed the Whisper Man's hand with the butt of her blaster, pulling Clara in as the Doctor slammed the door shut, only for the Whisper Man's hand to get stuck. They looked at it till it pulled its hand back and the door closed completely.

"Yowzah," the Doctor breathed, sonicing the door locked.

~8~

"Hell of a climb," the Professor remarked lightly as she and the Doctor led the way up a set of metal stairs, farther and farther up, needing to get to the entrance to the TARDIS.

"I think I remember the way," the Doctor nodded as they reached a landing, looking around a moment. He licked his finger and held it up.

"Good thing _I_ do," the Professor smirked as she took his hand and led him on…only to hear Clara stumble behind them, "Clara?" she looked back, "Clara."

Clara stumbled again, dizzy, and the Doctor caught her, "Hey, it's ok. You're fine."

"The dimensioning forces this deep in the TARDIS, they can make you a bit giddy," the Professor added, reaching out to put a steadying hand on her shoulder as well.

"I know, I know," Clara nodded, allowing them to lead her on, before she shook her head and pulled back, frowning, "_How_ do I know? How do I _know_ that?"

"Clara, it's ok," the Doctor tried to calm her, "You're fine."

But she looked at them, startled, "Have we…have we done this before?" she started panting, her head starting to hurt as scenes flashed in her head, "We _have_. We have done this before. Climbing through a wrecked TARDIS!"

She winced, remembering brief snippets of an adventure that hadn't happened…but_ had_…the TARDIS wrecked, them jumping off a waterfall, charred creatures chasing them, a library, a nursery…

"You said things, things I'm not supposed to remember…"

"We can't do this now," the Doctor mumbled, "The Tardis is a ruin."

"The telepathic circuits are awakening memories you shouldn't even have," the Professor warned her.

"_Why do we keep running into you?"_ Clara heard the Doctor ask her.

"Clara," the Doctor called.

"_We met you in the Dalek Asylum__,"_ the Professor's voice picked up.

_"There was a girl in a shipwreck,"_ the Doctor continued, but it wasn't them talking.

_"She died saving our lives."_

_"And she was __you__."_

"Clara?" the Professor stepped closer.

And she was speaking again too, _"__Victorian London."_

_"There was a governess who was a barmaid,"_ the Doctor added.

_"And we fought the Great Intelligence together."_

_"She died, and it was my…"_

_"OUR fault,"_ Aeon was there too.

_"And __she __was __you__!"_

"Clara?" the Doctor touched her shoulder, "Clara, what's wrong?"

"What do you mean, you keep running into me?" Clara pulled away from them, backing up, turning to face a gate of some sort, gripping it, scared, "You said I _died_. How could I die?"

"That is _not _a conversation you should even remember," the Professor shook her head.

"What do you mean _I died_?!"

"The girl who died they tried to save. She'll die again inside their grave," they could hear the whispering of the Whisper Men approaching.

"Run!" the Doctor grabbed her hand, "Run!" the Professor leading the way.

~8~

"The doors require a key," they could hear a man who looked and sounded like Dr. Simeon of Victorian London, the host of the Great Intelligence, speaking as they reached the top of the stairs to see Vastra, Jenny, and Strax surrounded by Whisper Men, Simeon before them, in front of the doors to the TARDIS, "The key is a word. And the word is the Doctor's."

"Here we are," the Doctor called as they stepped out, he and the Professor moving to stand between him and their friends, "Late to our funeral."

"I blame you," the Professor nudged him, "I'M the punctual one."

"Open the door, Doctor, Professor," Simeon ordered, "Speak, and open your tomb."

"No," the Doctor stated, reaching out to take the Professor's hand.

"Because you know what's in there?"

"We will _not_ open those doors," the Professor stated, neither of them would speak the Doctor's name, and they were the only two alive who knew it.

"The key is a word lost to time. A secret, hidden in the deepest shadow and known to only the two of you. The answer to a question."

"We will _not_ open our tomb."

"Doctor," Simeon stepped closer to him, "What is your name?" he glanced between him and the Professor as they stood firm. He reached out and grabbed the Doctor's chin, squeezing the man's cheeks, till the Professor reached out and grabbed his wrist, squeezing that in return, so tightly that Simeon let go of him and she shoved the man's arm away.

"Touch my Bonded again," she threatened, her eyes narrowed, "And I will blast your head off again."

Simeon glared at her, recalling how SHE had been the one to kill his physical body, and strode past them, looking at the Whisper Men, "Their friends…" he spun to face the Time Lords, lifting his left hand, "Stop their hearts!" and made a fist out of it.

The Whisper Men hissed and advanced on the small quartet.

"Madam, boys, combat formation!" Strax shouted, "They are unarmed."

"So are we!" Jenny reminded him.

"Do not divulge our military secrets!"

"Stop this!" the Doctor shouted.

"Leave them alone!" the Professor agreed, with all the time distortions, her blaster, much like the Doctor's sonic, wasn't going to work so near the TARDIS entrance, near the source of the disturbances.

"Your name, Doctor. Answer me Professor."

"Doctor?" Clara gasped as a Whisper Man targeted her.

Strax grabbed a stick and whacked a Whisper Man with it, cutting right through its body, "Do you want me to do that again?" he cheered…only for the hole to close up.

"Doctor who?" Simeon asked them.

Strax let out a pained cry and they turned to see a Whisper Man with its hand in his chest.

"Please, stop it!" the Doctor pleaded.

"Doctor who?"

"Unhand me, sir," Strax struggled, "Argh."

"Leave him alone," the Professor threatened, "Let him be!"

"Don't worry, ma'am. I think I've got him rattled."

"Professor!" Clara gasped as one stuck its hand into her as well, "Doctor!"

"Doctor who?" Simeon repeated.

"Please!" the Doctor begged.

…and the tomb opened.

The Doctor and Professor tensed, looking back at the now-open doors. Simeon waved his hand at the Whisper Men and they pulled their hands away and stepped back.

"The TARDIS can still hear me," River remarked, stepping to her godparents' sides, "Lucky thing, since you two are being so useless. Shame on you Proffy."

The Professor's jaw tensed as she eyed the doors.

"Why did you open the door, sir?" Strax asked, "I had them on the run!'

"We didn't do it," the Professor told them.

"We didn't say my name, the Doctor agreed.

"No, but _I_ did," River smiled sadly, looking at them.

"Is everyone alright?" the Professor turned around, "Is everyone ok? Clara?" she moved over to help her up, "Clara, are you ok?"

"That was not nice," Clara winced, rubbing her chest, breathless, wheezing a bit.

"We know," the Doctor hugged her with the Professor, River looking on with a sad smile, recognizing the girl now, their 'adopted' granddaughter. Not literally adopted, no, not quite as special a bond as she had with the Time Lords, but still…every bit as important to them.

"We're sorry," the Professor whispered.

"Now then, Dr. Simeon, or Mr. G. Intelligence, whatever we call you," the Doctor turned to the man, "Do you know what's in there?"

"For me, peace at last," Simeon smirked, "For you, pain everlasting. Won't you invite us in?"

The Doctor and Professor glanced at each other before walking over to the doors and pushing them open, leading the way in. They walked up a set of stairs, into the console room, one that had been torn apart, vegetation around them. The rotor had been broken, a bright stream of light shining between the top and bottom of it, swirling, like a column.

But they squinted, able to see something…odd.

It wasn't one stream of light, it was _two_, just faintly different colors, one having a light, electric blue hue to it, another a neon pink, swirling around each other like a candy cane, joined, weaving between each other, entwined…

The cloister bell was tolling in the background.

"What's that?" Clara frowned.

"What were you expecting, bodies?" the Doctor scoffed, "Bodies are boring. We've had loads of them. None lovelier than the Professor's though."

She smiled but looked back at Clara, "That's not what our tomb is for."

"But what is the light?" Vastra stared at it.

"It's beautiful," Jenny breathed, the lights were just…dancing with each other, spinning around the other, shimmering together, blending seamlessly…

"Should I destroy it?" Strax asked.

Vastra rolled her eyes, "Shut up, Strax."

"Doctor, Professor," Clara looked at them, "Explain. What is that?"

"The tracks of our tears," he sighed.

"Less poetry, Doctor," Simeon sneered, "Just tell them."

"Time travel is damage," he began.

"It's like a tear in the fabric of reality," the Professor added.

"That…is the scar tissue of my journey through the Universe."

"And of my destruction from the war."

"Our paths through time and space."

"From Gallifrey to Trenzalore."

The Doctor smiled, "Still poetic," he murmured, before taking out his sonic and flashing it at the light.

"_Have you ever thought what it's like to be wanderers in the fourth dimension?" the 1st Doctor asked._

"_She is beautiful isn't she?" the 9th Professor murmured._

"_Do I have the right?" the 4th Doctor wondered._

"_Knowing you, we'd have to meet him a second time to apologize," the 1st Professor laughed._

"_Daleks, Cybermen, they're still in the nursery compared to us," the 6th Doctor added._

"_Leading troops towards the sun is a tactical disadvantage," the 6th Professor stated._

"_There are corners of the universe that have bred the most dangerous things," and there was the 2nd Doctor._

"_Hands off my Bonded," the 11th Professor threatened._

"_You were fantastic. Absolutely fantastic," the 9th Doctor praised._

_"__This is either going to be a fight…or a massacre," the 5th Professor warned._

"_I'm the Doctor. I'm from Gallifrey in the constellation of Kasterborous…" the Doctor's last self began._

"_Dancing is a distraction," the 10th Professor stated._

"_Hello, Stonehenge!" 11 cheered._

"_Go on, Susan, go for it, see what wonders the Universe has to offer while you still can," and the 2nd Professor whispered._

"Our own personal time tunnel," the Professor eyed it.

"All the days," the Doctor began.

"_It was the daisiest daisy I'd ever seen," his 3rd self finished._

"Even the ones that we, er," he winced, the Professor putting a hand to her head, "Even the ones that we haven't…lived yet…"

And then they collapsed.

"Doctor!" Clara gasped, running to their side as they squirmed to be together, "Professor!"

"No, no," he winced, grabbing the Professor's hand.

"This is why we shouldn't be here," the Professor groaned, unable to block the pain even with her training, it wasn't just in one spot…it was everywhere! And it hurt, _so badly_, "The paradoxes…"

"It's very bad!"

"What are you doing!?" the Professor cried, seeing Simeon step closer to the time tunnel.

"Somebody stop him!"

"The Doctor and Professor's life is an open wound," Simeon smirked at the tunnel, "And an open wound…can be entered."

"It would _destroy_ you!" the Professor told him.

"Not at all," he spun around to face them, a pleased look in his eyes, "It will _kill _me. It will destroy_ you_. I can rewrite your every living moment. I can turn every one of you victories into defeats. Poison every friendship. Deliver pain to your every breath," he smirked at them, "I can make sure the two of you never even meet."

"No!" the Doctor twisted, desperate to stop the man, he couldn't lose the Professor, "It will burn you up."

"Once you go through, you can't come back," the Professor tried to get him to stop.

"You will be scattered along our timeline like confetti!"

"It matters not," Simeon spat, "You thwarted me at every turn. Now you will give me peace, as I take my revenge on every second of your life. Goodbye, Professor. Goodbye, Doctor!" and with that, he leaned back into the time tunnel, disappearing…the Whisper Men vanishing.

There was a bright flash as the Time Lords screamed, twisting and turning and writhing in agony, sheer and utter torment ripping through them…

"What's wrong with them?" Clara looked at Vastra, tears in her eyes as she saw their grips on the other's hand tighten, turning white, "What's happening?!"

"They're being rewritten," Vastra breathed, staring at a scanner in her hand, "Simeon is attacking their entire timeline. They're dying all at once. The Dalek Asylum. Androzani."

"What did you say?" Clara looked up, startled, "Did you say the Dalek Asylum?"

"Now they're dying in London, with us!" she stared in horror, seeing Simeon popping up everywhere in their timelines, every single incarnation of them.

"It is done!" Simeon's voice cheered as the time tunnel turned red and black.

"Oh, dear Goddess," Vastra gasped.

"What's wrong?" Jenny looked at her.

"A Universe without them...there will be consequences. Jenny, with me!" she turned and ran out of the room with Jenny and Strax, leaving Clara alone with the Time Lords.

"The Dalek Asylum," Clara repeated, "You said it was me that saved you. How? Victorian London. How? How could I have been in Victorian London?"

"No," the Doctor begged, tears in his eyes, seeing his past change, "Please, stop…" he blinked as tears fell from his eyes…

~8~

_A tall man in Victorian garb and a long, serious face stepped out into the hallway as a small, 10 year old boy, ran down it, the boy quickly darting down a different hall to avoid getting caught and in trouble…again…_

~8~

"My _life_, my whole life is _burning_," the Doctor grabbed the Professor's hand, he _couldn't_ lose her!

"I have to go in there," Clara looked at the tunnel.

"Please," the Professor whimpered, closing her eyes tight as she curled up in pain…

~8~

_A little girl whimpered as her father stood above her, beating her mercilessly, worse than ever before, because a strange man had come to the house, speaking of how he knew what was being done to the girl…and her father couldn't risk her talking…_

~8~

"Please, no!" the Professor begged, twitching as though feeling the beatings.

"But this is what I've already done," Clara said, more to herself than them, "You've already seen me do it. I'm the impossible girl, and this is why."

"Whatever you're thinking of doing" River called from where she was standing at the side of the room, "Don't."

She looked over at her, seeing the Time Lords couldn't help, "If I step in there, what happens?"

"The time winds will tear you into a million pieces. A million versions of you, living and dying all over time and space, like echoes."

"The echoes could save them, right?"

"But they won't be _you_. The real you will _die_. They'll just be copies."

"But they'll be real enough to save them. It's like my mum said. The soufflé isn't the soufflé, the soufflé is the recipe. It's the only way to save them, isn't it?"

River nodded solemnly.

"The stars are going out," Vastra ran in, tears in her eyes, "And Jenny and Strax are dead. There must be _something_ we can do."

"Well, how about that?" Clara stood, her gaze locked on the poisoned time tunnel, "I'm soufflé girl after all."

"No…" the Doctor groaned.

"Please," the Professor begged.

"If this works, get out of here as fast as you can," she said to them, not sure if they were hearing her, but needing to say it as she walked closer to the tunnel, "And spare me a thought now and then."

"No, Clara!" the Doctor looked at her.

"In fact, you know what?" she smiled and looked back at them, "Run. Run, you clever boy, you brilliant girl, and remember me."

"No!" the Professor shouted, "Clara!"

But Clara just leapt into the tunnel as it turned white again.

"Clara!" they screamed.

~8~

"_I don't know where I am. I just know I'm running."_

~8~

"Doctor!" Clara shouted as the 6th him walked behind her, turning to run after him.

~8~

"Professor!" Clara ran down the street, trying to stop the strawberry blonde woman with glasses, the 4th Professor, from getting into the Academic shuttle with the scores of other Academics who had been selected for special help in the war.

~8~

"_Sometimes it's like I've lived a thousand lives in a thousand places. I'm born, I live, I die. And always, there's the Doctor, always the Professor just behind."_

~8~

Clara stepped out from behind a door to see the 4th Doctor walking down a hall, his scarf billowing as he rushed.

~8~

Clara gasped, pressing her face against the thick window of the testing labs, the alarms going off inside as the 3rd, rather angry-looking, Professor was trapped, a small mishap by another scientist setting off a reaction that would vent radiation into the room…

~8~

"_It's like I'm breaking into a million pieces and there's only one thing I remember. I have to save the Doctor and Professor."_

~8~

"Doctor!" Clara cried, running to a window at the end of a hall to see the 7th Doctor dangling from an ice cliff by his umbrella.

~8~

Clara pounded on a door, peeking through a window to see a ginger woman, the 2nd Professor, lying on a sofa, crying, heartbroken, swirls of orangey-gold swarming around her.

~8~

"_Always I'm running to save them, again and again and again. They always look different…"_

~8~

"DOCTOR!" she cupped her mouth as the 3rd Doctor drove past in his car, Bessie.

~8~

Clara swallowed hard, watching as the Daleks fired at the last of the Academics, trapped in a circular room, Rassilon observing them with glee as she wrote down the results on a clipboard, as she wrote down how many survived for the elite squad, the man pressing his gauntlet to flood the room with radiation…the only one left in it was the 5th Professor…

~8~

"_But I always know it's them."_

~8~

She gasped as the 2nd Doctor ran past her in a park, his fur coat on, and chased after him…tripping…

~8~

"No!" she pounded as she fell against a window, seeing a Krillitane ship attaching to a Time Lord shuttle, gasping as she realized the 7th Professor was in there and banged on the window again…

~8~

"_Sometimes I think I'm everywhere at once, running every second just to find them. Just to save them."_

~8~

…and was on the floor of a clear ship, the 5th Doctor floating beneath her, into a reactor chamber, "Doctor?"

~8~

"Watch out!" she screamed, seeing a teenager who looked quite a bit like the Doctor crossing a pathway, under a burnt orange sky, a transport unit flying at him…until a blonde woman, the 1st Professor, pushed him out of the way and was hit instead… orange-gold swirls encasing her as a small crowd gathered around her.

~8~

"_And they hardly ever hear me."_

~8~

"Oswin Oswald," she introduced, watching the Time Lords on a monitor, "Junior entertainment officer, starship Alaska. Current status, crashed and shipwrecked somewhere…not nice. Been here a year, rest of the crew missing, provisions good but keen to move on."

~8~

"_Almost never."_

~8~

"Oi!" she called, seeing the Doctor and Professor walking down the dark alley just outside a tavern in the snow of Victorian London.

~8~

"_But I've always been there. Right from the very beginning. Right from the day he started running. From the day the Professor vowed to follow…"_

~8~

"Doctor?" Clara called as she stepped up to him, a young man with slicked back hair as he scrambled around a line of cylinder-like objects, trying to sneak into one, having just opened it with a small metal wand in his hand, "Doctor?"

"Yes, what is it?" the 1st Doctor turned to her, he needed to get out of there, quickly, "What do you want?"

"Sorry, but you're about to make a very big mistake," she smiled, "Don't steal that one, steal _this _one," she crossed her arms and leaned against the one beside her, "The navigation system's knackered but you'll have much more fun," she watched as he looked at the TARDIS, contemplating it, "And the Professor _will_ kill you if you _don't_ take this one."

He looked at her, startled, "You…you know the Professor?"

She smiled, "Oh yeah. So think about it. Which TARDIS would SHE want you to take?"

The man eyed the cylinder a moment before smiling and dashing into it.

She stepped back, watching as it disappeared, the only thing unique about it being the wheezing noise it was making, "You've left the brakes on!" she shouted, but he couldn't hear, disappearing just as a door opened.

A woman ran in, her blonde hair tied in a high ponytail, "No!" she shouted, her face falling as the cylinder disappeared, "I'm too late."

"Don't worry," Clara moved past her, squeezing her shoulder as she did, "You'll see him again," she winked at her, "Nothing will keep him away from you for long Professor."

"Who are you?" the 1st Professor asked as Clara just laughed and walked out the door.

~8~

"_I blew into this world on a leaf. I'm still blowing. I don't think I'll ever land. I'm Clara Oswald. I'm the Impossible Girl. I was born to save the Doctor and Professor."_

~8~

There was a bright flash of white light and suddenly…

The Doctor and Professor were standing before the time tunnel, Strax and Jenny restored, with Vastra on the other side of the TARDIS.

"It was an unprovoked and violent attack, but that's no excuse," Strax stated.

"We're all restored," Vastra huffed, "That's all that matters now."

"We are_ not_ all restored," the Professor turned around, a firm note in her voice that they all knew meant something serious was about to happen.

"You can't go in there!" River shouted, still there, though it seemed they couldn't hear her, she'd worked out exactly what they were intending to do, "It's your own time stream, for God's sake."

"We have to get her back," the Doctor nodded.

"Of course, but not like this."

"But how?" Jenny shook her head.

"Is she still alive?" Vastra wondered, "It killed Dr. Simeon."

"Clara's got one advantage over the _Great Intelligence_," the Professor smirked.

"Which is?"

The Doctor took the Professor's hand, "Us."

"Doctor, please _listen _to me," River stepped closer, "At least _hear _me Professor."

"Now, if we don't come back," the Professor began.

"Professor!"

"Go to the TARDIS."

"Doctor!'

"The fast return protocols should be on," the Doctor nodded, "She'll take you home, then shut herself down."

"There_ has_ to be another way. Use the TARDIS, use something. Save her, yes, but for God's sake be _sensible_!" she went to whack them, to smack some sense in them, but, without even looking, the Professor grabbed her raised hand, stopping her. River stared at her, wide eyed, as they turned to look _right at her_, "How are you even _doing_ that? I'm not really here..."

The Professor smiled and lowered River's hand, reaching out to touch her cheek, her hair, "You are _always_ here to us," she told her, "You're our goddaughter, our family."

"We_ always_ listen," the Doctor added, taking River's hand, "And we can _always_ see you."

"Then why didn't you _speak_ to me?" she asked, her eyes filling with tears.

"Because we thought it would hurt too much," the Professor murmured.

"I believe I could have coped."

"No," the Doctor shook his head, "We thought it would hurt_ us_."

"And it does," the Professor blinked back tears before pulling her into a tight hug, the Doctor moving to hug her from the back.

"River sandwich," he whispered in River's ear, making her laugh.

"And since nobody else in this room can see you," the Professor laughed as she pulled away, "God knows how that looked, us just hugging air," but they didn't care, they got to hug their goddaughter one more time, almost like a proper goodbye given that they hadn't known who she was in the Library.

"There is a time to live and a time to sleep."

"You are an echo, River."

"Like Clara."

"Like all of us, in the end."

"Our fault, we know."

"But you should've faded by now."

River laughed, "Don't you EVER stop doing that," she told them, making them smile, "But…I _can't_ leave, I can't just leave you…" before adding in a small voice, "Not when you haven't said goodbye to me."

"Then tell us how," the Doctor whispered to her, "We don't know."

"Neither of us are good at goodbyes," the Professor nodded.

"There's only one way I'd accept from the two of you," she smiled at them, "Say it…like you're going to come back."

"Well, then," the Doctor stepped back, "See you around, Professor River Song."

"Till the next time, Doctor."

"Go to bed missy!" the Professor pointed at her, "It's past your bedtime."

River laughed, "Yes mum," she joked, turning, as though she were about to leave, before she stopped, "Oh, there's one more thing."

"There always is with you," she smiled as the Doctor moved his arm around her waist.

"I was mentally linked with Clara. If she's really dead, then how can I still be here?"

"Ok, how?" the Doctor asked.

"Spoilers," she smirked, "Goodbye, sweetie. Goodnight sweetums."

They watched as River vanished before they looked at the time tunnel.

"Think it will hold?" the Doctor asked the Professor.

"The only thing in the Universe that could handle us," she smiled at him, squeezing his hand, "Each other."

"Geronimo," he grinned and they jumped into the tunnel…

~8~

They could see her, they could see Clara, in a hazy version of Trenzalore, a soft golden-colored one, sitting in a mist, crying, but…they couldn't reach her, not yet...

~8~

"_I don't know where I am. I don't know where I'm going or where I've been. I was born to save the Doctor and Professor, but the Doctor and Professor are safe now. I'm the impossible girl, and my story…is done."_

~8~

"Doctor?" Clara was calling, begging, pleading for them to hear her, "Professor! Please, please, I don't know where I am."

"Clara!" the Professor called down to her, "You can hear us."

"We know you can, the Doctor agreed.

"I can't see you," Clara looked around.

"We're everywhere."

"You're inside our time stream," the Professor reminded her.

"Everything around you is us."

Clara gasped as the 1st Doctor ran past.

The 4th Professor, the strawberry blonde, striding in the opposite direction with a clipboard in her hand.

"I can see you," she breathed, looking every which way.

The 6th Doctor ran past.

Followed by the 1st Professor dancing along.

Then the 5th Doctor dashed by.

A woman with black hair marched past her, the 6th Professor.

"All your different faces, they're here."

She laughed as a man in a leather coat, the 9th Doctor raced away.

And the 9th Professor walking behind him, hugging herself, her head bowed.

She smiled, seeing the 4th Doctor's scarf making a trail in the dust as he jogged through.

Before a very frightened 8th Professor raced by, looking over her shoulder.

"Those are our ghosts," the Professor told her, "Our past."

And she could see them, all of them dashing about in the distance.

"Every good day," the Doctor sighed, "Every bad day."

Clara was knocked to he ground by a shaking, lightning flashing in the sky as someone in the distance screamed in pain, "What's wrong? What's happening?"

"We're inside our own time stream," the Professor warned her, "It's collapsing in on itself."

"Well, get out then!"

"Not until we've got you!" the Doctor stated.

"I don't even know who I am," she wept.

"You're our impossible girl, our granddaughter remember?"

"We're sending you something," the Professor told her, "Not from our past, from yours."

"Look up," the Doctor called, "Look."

They could see her look up as the leaf she'd used to save Akhaten floated down to her, they were getting closer, just a little more…

"This is you, Clara."

"Everything you were or will be."

"Take it."

"You blew into the world on this leaf."

"Hold tight and it will take you home."

Clara laughed as she grabbed the leaf, "You need to stop doing that," she called to hem.

"Clara!" they shouted, sounding like they were behind her, "Clara!"

She turned around to see them appear behind her, physically there with her.

"Come on," the Professor gestured her over.

"Come on, to us, now," the Doctor urged.

"You can do it!"

"We know you can!"

"How?" she blinked at them, tears in her eye.

"Because it's impossible and you're our impossible girl."

"How many times have you saved us, Clara?" the Professor smiled, _finally_ realizing where she'd known Clara from, what that niggling familiarity had been trying to tell her. Clara had been the girl, the Time Lady, she'd run into just after the Doctor had left Gallifrey.

"Just this once, just for the hell of it, let us save you."

"You have to _trust _us, Clara."

"We're real," he promised, crossing his hearts, making her laugh.

"Just one more step!" the Professor held out her arms…and Clara stumbled into them, the two of them holding her tightly.

"Clara, our Clara," the Doctor kissed her head as the Professor did the same.

"Doctor…" the Professor breathed, gasping a moment as she saw something over Clara's shoulder.

He looked up to see a man, an older man, with short grey hair, in dark clothes, standing before them, his back to them.

"Who's that?" Clara gasped as she turned to see the man as well.

"Never mind," the Doctor took her hand, "Let's go back."

"But who_ is_ he?"

"He's me."

"There's only him and me here," the Professor agreed, "That's the point."

"Now let's get back."

"But I never saw that one," Clara shook her head, "I saw all of you. Two sets of eleven faces, all of them you two. _You're_ the 11th Doctor!"

"I said he was me," he swallowed, nodding.

"But he never said he was _the Doctor_," the Professor agreed.

"I don't understand," Clara swayed a bit.

"Look, my name, my real name, that is not the point," the Doctor tried to explain.

"The names we chose are the Doctor and Professor," the Professor added.

"The name you choose, it's like…it's like a promise you make."

The Professor eyed the man, "He's the one who broke the promise."

She knew him, of course she knew him, she knew every secret the Doctor had ever had.

Clara fainted, the Professor catching her quickly, "Clara!"

"Clara!" the Doctor moved to help her, scooping Clara into his arms as the Professor watched the other man, he eyed the man as well, "He is my secret."

"What I did, I did without choice," the man began.

"We know," the Professor sighed.

"In the name of peace and sanity."

"But _not_ in the name of _the Doctor_!" the Doctor stated, before turning to carry Clara off, the Professor keeping an eye on the man as they left, they needed to get out of there, quickly, because that man…that man…

Was the Doctor.

~8~

"How is she?" the Professor asked as the Doctor stepped out of the room the TARDIS had made for Clara, the Professor having piloted them into the Vortex after they'd fled the other TARDIS, not looking back, dropping off Strax, Vastra, and Jenny, the Doctor getting Clara to her bed and tucking her in in her clothes.

"She'll be fine," he told her, looking at the sonic, before he saw her concerned expression, "Will you be?"

She swallowed and looked at him, "I want to see River," she told him, "I just…seeing her again, seeing the her trapped in the Library…I want to make it up to her, how I treated her. I…I need to see her again, start training her, make sure she'll be strong enough to survive to then without us always around her."

He nodded, taking her hand and walking with her back to the console room, "Which River do you want to see?"

"Calderon Beta," she told him, "The second River, the one that was chased by the Sontarans, two months after her."

He smiled and kissed her quickly, moving to the console to help her set the controls. With River being a time traveler, with her timeline being so mixed with theirs, they needed to be especially careful how they piloted the old box, they couldn't afford wanting to see one River and ending up meeting another.

As soon as the box touched down the doors were thrown open and River, a slightly older version than the one they'd taken to Calderon Beta, ran in, "Oh thank God!" she cheered, launching herself at the Time Lords, hugging them tightly, not even noticing when they held on for a little longer, "I was going mad in there, where are we going?"

"Nowhere," the Professor said and River pouted, "How have your excercises been going?"

River rolled her eyes, "I've done the pushups and the squats and the crunches, every day sergeant."

The Professor smiled at that, "Good, so…" she nudged the woman, "How about we start some actual training then?"

River beamed at that…

~8~

"Good," the Professor nodded as she held River in a headlock, "Better, but still…" and gave her a small noogie before she released her, "Could use some improvement."

River gasped for breath, panting really, she wanted to be just like the Professor, able to handle what she could, but…this was a lot of work and she knew, the Professor was really going easy on her, this was nowhere near as intense a training as the woman had received.

"Could use a break," she murmured.

"Alright," the Professor laughed, walking to a small box set up in the corner of the 'training room' as the Doctor had called it, the same room she and Rory had had their little duel with short swords, and tossing River a small water bottle, taking one for herself before she joined River as the woman slid down the wall, exhausted. She plopped down beside her, more fiddling with her water than actually drinking it.

"You really are a drill sergeant you know," River said, after she'd guzzled down half the water, wiping her mouth with the back of her hand.

"I'm sorry to be so tough on you River," she smiled apologetically, "Sometimes I forget that this isn't a war, that you're not a complete Time Lord," she sighed, "When I train you, it's hard to remember I'M not the one being trained. But I'm actually going rather easy on you."

River looked at her intently, "It was really that bad wasn't it? The training they made you go through?"

She shrugged, "It wasn't quite so bad at first, but…when the High Council realized our potential, how we used our minds to help us calculate things, they stepped it up," she rested her head back against the wall, looking up at the ceiling as she remembered it all.

"They took us and they conditioned us with everything they could. Weapons, combat, endurance, anything. We were made to fight each other at times, if we failed to fight, if we failed to 'bring our opponent to their knees' we were punished instead. If we did something wrong as we were learning the combat move or how to use the weapon we were forced to endure it, we were shot at by it. All to make sure we wouldn't make the same mistake again. We weren't given food unless we succeeded in whatever drill they set out for us. We were barely allowed to sleep to let the mental conditioning take hold…" she sighed, rubbing her head.

~/~\~

_She fell to the ground as she was struck, electrocuted really, the energy coursing through her, crippling her as she convulsed on the floor. She panted when she was released, rolling onto her back as one of the 'instructors' came over to her , sneering down at her._

"_Do you think your enemy will hesitate to attack you?" the man spat, kicking her in the stomach, making her curl up on her side, "You attack or you will BE attacked. You kill or you will BE killed!"_

"_But…" she began, only to wince and try to pretend like she hadn't spoken._

_The man heard her though and reached down, grabbing her by the back of her neck, by her hair, and pulled her up, "But what?!"_

"_He…" she swallowed, her gaze on the frightened boy across from her, another Academic, one of the younger ones, the youngest of their group really, had JUST graduated, "He's my ally, not my enemy…"_

_The man scoffed, "In here, in this exercise, you look at him and you see an enemy, you understand me?" he glared at her, "When you fight him, you fight to survive, got that?!"_

_She winced and nodded, closing her eyes, as he shoved her to the ground._

"_Again!" he ordered._

_She swallowed hard and pushed herself up, shaking, as she looked at the boy, he had tears in his eyes, he clearly hadn't been expecting THIS when the High Council offered them the chance to make a difference in the war, to use their minds to help them defeat the Daleks._

"_I said AGAIN!" the man barked._

_She mouthed 'sorry' to the boy, who nodded, and they ran at each other, fighting as hard as they could to land a blow on the other but…she was too fast, too graceful, older…the boy hadn't stood a chance._

_He tried to jab her in the chest but she blocked with her left hand, shoving it away while still holding him by the wrist she'd grabbed, closing her eyes before she jabbed at his arm with her right hand, flinching as she heard a snap and the boy fall to the ground, clutching his arm._

_She heard a small clap, a mocking one, and looked over to see the 'instructor' smirking, "Better."_

_She looked at the boy as he was pulled off, another Academic shoved in front of her. This was how it always went, they were expected to fight as though they really were fighting for their lives. _

_You hurt your opponent, you disarmed him, you disabled him, before they could you. _

_If you didn't, if you went easy on them, you were punished instead. _

_You were only lucky if you managed to reach a true stalemate with another Academic, fighting till you both collapsed. _

_That was how it went. _

_You collapsed or you broke the other person, the instructors were only ever happy when one person ended up on the ground._

~/~\~

"I broke a boy's arm once, because that was the lesson at the time," she opened her eyes, "How to disable in hand-to-hand attack. If I'd failed, my arm would have been broken instead."

River looked at her sadly, her own training by the Silence and Kovarian hadn't been a walk in the park, but compared to the Professor's experience, it was more like going to an amusement park.

"What if your opponent knew how to stop that sort of attack?" she frowned, "What sort of move is that anyway?"

She turned, reaching out to take River's right hand, "Imagine you went to jab me in the chest," she moved River's arm out so it was in a fist, right before her hearts, "What I'd do is grab your arm with my left hand," she did, "And push it to my left," and showed her, turning her body a little in the process, "A quick jab from my right," and mimicked a jab, "Snaps the arm."

River nodded, "So what if your opponent grabbed your right arm as you went to do it," she grabbed the Professor's right wrist in her left hand, "And…" she paused, thinking, before pulling her forward a bit, "And rammed their head to yours," and tapped her head against the Professor's in a soft head butt.

The Professor smiled, "THAT'S what they were hoping we'd figure out, how to not only attack, but be able to block and retaliate if we were attacked. The others…" she shook her head, moving back, "They thought that we just needed to learn the attack. I was one of the few who reacted back when I was attacked, tried to stop it."

River nodded, before smirking, nudging her, wanting to get her mind off it, "Seems like you'll need a new move," she remarked, she'd seen the woman use that jab thing quite a few times, "Now that I know how to stop you."

The Professor blinked and stared at her a moment…in the Library, River had known how to stop her then, well…now it made sense. She hadn't been losing her touch then, it was just…SHE'D taught River how to stop that attack in the future. Well, it was a good thing her past self wouldn't know to use a different move with River.

"Come on," she patted River on the knee, "Two more moves and we'll call it a day," she pushed herself to her feet and took a step, only to stumble and fall back to her knees, her hand to her head.

"Professor!" River gasped, rushing to her side, "What happened? Are you ok?"

The Professor blinked a bit, looking almost surprised that that had happened, "I'm fine," she nodded.

"Don't get up!" she pulled the girl down as she tried to stand, "Just…stay there!" she got up and ran up the stairs to the door, shouting into the halls, "Doctor! Doctor help! It's the Professor! Something's wrong!"

"You _really_ didn't have to do that," she grumbled as River moved back to her side, because she knew what was going to come next…

The Doctor was there in an instant.

"What is it?" he ran to her side, "What happened?" and looked at River, "Did you do something?!"

River rolled her eyes but the Professor answered, "I'm fine dear," she insisted.

"Then what happened?"

"She got up and fell back down," River told him, "She got pale for a moment, barely made it a step before she was on her knees again and…"

The Professor reached out and put a finger to River's lips, turning to the Doctor, "I just…" she shook her head, "Stood up too fast or something. Perhaps I just…overdid it with the training."

The Doctor eyed her though, a frown on his face, "That's not like you."

"Well, I'm not as spry as I once was," she joked.

But it didn't do anything to reassure him.

"You're going to run tests on me, aren't you?" she guessed.

"Yes," he nodded, "Yes I am."

She sighed, knowing better than to try and talk him out of this one. She could do that for almost anything, but when HER health was in question, the Doctor could not be swayed.

"Fine," she huffed, getting up and staying standing, "See, I'm fine!"

The Doctor just patted her shoulder, "We'll let the tests determine that," before he took her hand and tugged her out of the room.

"Thanks River," the Professor called sarcastically back to her.

River just grinned and followed them, "You're welcome sweetums."

~8~

The Professor sat on the examination bed of the med-bay, kicking her legs, bored. The Doctor had, of course, run every single test he could imagine…even one for Chicken Pox, which she had reminded him, Time Lords were immune to, to which he'd said Space Chicken Pox then, and she'd told him that there was no such thing. He'd then responded with a quiet 'Hush Kata' and a peck on the lips to quiet her and let him run the tests.

And now she was waiting.

"Negative," River read off a list as test after test after test result flashed across a small screen on the other side of the room, processing her results, "Negative, negative, negative…"

"I told you dear, I'm fine!" the Professor rolled her eyes as the Doctor came over to her.

"Negative, negative, negative…"

"I just want to be sure," he replied, taking her hands, "I'm a Doctor, it's what I do."

"Negative, negative, negative…"

"Does she really have to read ALL of them?" the Professor groaned, crinkling her nose, this was SO boring!

"Negative, positive, nega…" River blinked, staring at the screen as one came up positive.

"Apparently," the Doctor smirked, tapping her nose and headed over to River to see what the results said, though his smile fell when he saw the wide eyed, mouth opened, expression on River's face, "What is it?" he asked her.

River just shook her head and hit a button, racing over to a small printer as it spit out the results, staring at them even more.

"River," the Doctor called, holding out a hand.

River swallowed and handed the paper over, the Doctor looking through it quickly, before his eyes widened as River's had and he read it again…and again…and once more.

"What is it?" the Professor laughed, hopping off the examination bed, "Have I actually gone and managed to catch the Chicken Pox?"

But the Doctor was silent, staring at the results.

Her smile started to fade, his mind had gone completely blank, he was truly THAT shocked by whatever the test was that he couldn't even think at the moment…which meant she couldn't see what test it was.

"Ok…" she swallowed, crossing her arms, feeling a bit uneasy, "A bit worse than Chicken Pox then?"

The Doctor looked up at her, stared at her.

"What is it?"

But he still just…_stared_.

"What test was it?" she stepped closer to him.

He shook his head.

"What is it?" she asked once more, trying to blink back a tear, starting to grow more alarmed as his silence lingered, "You're scaring me now. Doctor…what's wrong?!"

The Doctor just moved over to her, handing her the test, taking a step behind her to hug her close to him, her back to his front, as he looked at the results over her shoulder. He felt her let out a breath as she stared, equally as wide eyed, at the letters written on the printout.

He wound his arms around her, resting a hand to her stomach as he whispered in her ear…

"Kata…you're pregnant."

To be continued…in…Revelations!

A/N: AAAAAHHHHHHHHHHHHH! ^-^

So...3 things...

1. Are you happy? Keta's having a baby! Woo! :) I tried to subtly hint at it throughout this chapter that dear old Proffy was pregnant, not sure if I succeeded because I really _did_ want it to be a surprise :)

2. On that note...time can be rewritten, always remember that, but…I DID reveal their _possible_ offspring at one point in the last story, Remembrance. So here's a challenge. If anyone can drop a review and tell me 3 things...1. where I did this, 2. the gender of the offspring, and 3. the title of the offspring (yes I even hinted at that lol), in _one_ review and get it correct…I'll post a picture on my tumblr, two pictures really, of the offspring as a child and as an adult :) Remember, this is just a _possible _future, things can change. The Professor had a _very_ hard time conceiving and DID miscarry at one point, so I'm truly not sure how the actual pregnancy will go just yet, the future (for now) isn't set in stone.

And 3. The title, Revelations, is ONLY for the 50th special, which I'm going to do as a one-shot. I tend to make the Christmas Special the last chapter of a series for 11 so this story, while it says complete at the moment, will have the 2013 Christmas special attached to the end of it when it comes out :) At the end of THAT chapter, I will post the title for the next actual series :) As for the title of this chapter, I had mentioned in Remembrance that the Question was only about the Doctor since he had been out in the Universe more than the Professor, so here, since the answer was his name, and only his name, I made it just the Name of the Doctor and not the Name of the Time Lords :)

Now, I'd just like to take a minute to thank you guys. You have been SO amazing and I'm really hoping you liked everything, all the little twists and edits to the show and how the plot is going :) I just want to thank anyone who has read/reviewed/favorited/followed/anything at all this story, you all mean the world to me :')

Ok, so now, if it's ok with you...I'm gonna go run and hide for ending it like that...

-runs away for dear life!- ;)

Some notes on reviews...

Jenny, in this series, her last appearance was in my Recollections spin-off, at the Doctor's 1000th Birthday party :) River had run into Jenny and brought her along as a surprise for the Doctor :)

I'm gonna miss Aeon too :( Lol, I started writing this chapter and kept adding him in, like being on the Professor's lap as she was reading and whatnot. I had to keep reminding myself he's protecting Jenny :) But he'll be back! No worries about that :)

That's great that you're doing an OC/11 story (LOVE 11 ;)) There's always SO MUCH you can do with him. I wish you the very best of luck with it! :)

The Lunar Cycle will be starting on June 9th. It was supposed to be June 2nd, but I didn't want to jump right from one Time Lady to another, so I'm giving a week break between them. BUT! I'll be posting 2 quotes a day (1 from an episode each) on my tumblr for the Cycle starting on the 2nd for a week. Just little lines to help build up anticipation for it :) It will have 2 chapters per episode yup :) I usually do 2-parters in 1 chapter per episode but, since there are no 2 parters, it's all 2 chapters so about...29ish chapters long including Pond Life :)

As for the pyramid, that was only for the Heart of Time Saga, like...the Lunar Cycle has 'next time' teasers and the Academic Series has flashbacks, just a unique little thing for that story :)


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